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PTC India Ltd.

BSE: 532524 Sector: Others
NSE: PTC ISIN Code: INE877F01012
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NSE 00:00 | 21 Sep 46.30 -4.20
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OPEN 50.60
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VOLUME 451289
52-Week high 68.45
52-Week low 32.40
P/E 4.22
Mkt Cap.(Rs cr) 1,375
Buy Price 46.30
Buy Qty 700.00
Sell Price 46.45
Sell Qty 1270.00
OPEN 50.60
CLOSE 50.70
VOLUME 451289
52-Week high 68.45
52-Week low 32.40
P/E 4.22
Mkt Cap.(Rs cr) 1,375
Buy Price 46.30
Buy Qty 700.00
Sell Price 46.45
Sell Qty 1270.00

PTC India Ltd. (PTC) - Auditors Report

Company auditors report

To the Members of

PTC India Ltd.

Report on the Audit of the Standalone Ind AS Financial Statements

Opinion

We have audited the Standalone Ind AS financial statements of PTC India Ltd (‘thecompany") which comprise the balance sheet as at 31st March 2019 and the statementof Profit and Loss (including Other Comprehensive Income) Statement of Changes in Equityand Statement of Cash Flows for the year ended on that date and notes to the financialstatements including a summary of significant accounting policies and other explanatoryinformation.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Standalone Ind AS financial statements give the informationrequired by the Companies Act 2013 ("the Act") in the manner so required andgive a true and fair view in conformity with the Indian Accounting Standards prescribedunder section 133 of the Act read with the Companies (Indian Accounting Standards) Rules2015 as amended ("Ind AS") and other accounting principles generally acceptedin India of the state of affairs of the Company as at March 31 2019 the profit andtotal comprehensive income changes in equity and its cash flows for the year ended onthat date.

Basis for Opinion

We conducted our audit of the Standalone Ind As Financial Statements in accordance withthe Standards on Auditing (SAs) specified under section 143(10) of the Companies Act2013. Our responsibilities under those Standards are further described in the Auditor'sResponsibilities for the Audit of the Financial Statements section of our report. We areindependent of the Company in accordance with the Code of Ethics issued by the Instituteof Chartered Accountants of India together with the ethical requirements that are relevantto our audit of the financial statements under the provisions of the Companies Act 2013and the Rules thereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our opinionon the Standalone Ind As Financial Statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the Standalone Ind AS Financial Statements of the currentperiod. These matters were addressed in the context of our audit of the Standalone Ind ASFinancial Statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our report.

Key Audit Matter How our audit addressed the matter
Revenue Recognition in terms of Ind AS 115 "Revenue from Contracts with Customers"
This is a newly applicable Accounting Standard on Revenue which prescribes five steps revenue recognition model which involves identifying the contract with the customer identifying the separate performance obligations in the contract determining the transaction price allocating the transaction price to the separate performance obligations and recognizing revenue over the period of time/ at a point in time depending upon how the entity satisfies its performance obligations. Our audit procedures included considering the appropriateness of the Company's revenue recognition accounting policies and assessing compliance with the policies in terms of the applicable accounting standards.
Evaluated the design of internal controls relating to implementation of the new revenue accounting standard.
Selected a sample of contracts and tested the operating effectiveness of the internal control relating to identification of the distinct performance obligations and satisfaction of performance obligations.
Ind AS 115 requires entities to exercise judgement taking into consideration all of the relevant facts and circumstances when applying each step of the model to contracts with their customers. In addition the new standard results into the change in accounting policy related to revenue recognition and requires extensive disclosures. We performed following substantive procedures over revenue recognition with specific focus on whether there is single performance obligation or multiple performance obligations in the contract and whether the performance obligation is being satisfied over the period of time or at a point in time:
For details refer Note 49 to the Standalone Ind AS Financial Statements. • Read analysed and identified the distinct performance obligations in these contracts.
• Compared these performance obligations with that identified and recorded by the Company.
• Considered the terms of the contracts to verify the transaction price used to allocate to separate performance obligations.
• Checked whether the performance obligation is being satisfied over the period of time or at a point in time
• Performed analytical procedures for reasonableness of revenues disclosed
Reconciliation and Impairment of trade receivables
System of Reconciliation and the recoverability of trade receivables and the level of provisions for doubtful trade receivable involves significant judgements by management in making appropriate provisions due to customer specific contractual arrangements. In order to test the recoverability of trade receivables we performed the following procedures:
• We evaluated the Company's credit control procedures and assessed and validated the ageing profile of trade receivables;
For detail refer Note 12 to Standalone Ind AS Financial Statements. • We assessed recoverability on a sample basis by reference to cash received subsequent to year-end agreement to the terms of the contract in place;
• We reviewed the system of reconciliation followed by the management with the State Electricity Utilities. Such reconciliation statements are signed by company and utilities from time to time during every year and same serves the purpose of balance confirmation as well.
• Where there were indicators that trade receivables were unlikely to be collected within contractual payment terms we assessed the adequacy of the allowance for impairment of trade receivables. To do this:
• We assessed the ageing of trade receivables dispute with customers the past payment and credit history of the customer.
• We evaluated evidence from the legal and external experts' reports on contentious matters.
• We assessed the profile of trade receivables and the economic environment applicable to these customers.
• We considered the historical accuracy of forecasting the allowance for impairment of trade receivables.
Significant change in existing IT Systems
The Company continues to enhance its IT systems and during the year implemented new systems which were significant to our audit. Company's financial processes are reliant on IT systems with automated processes and controls over the capturing valuing and recording of transactions. This is a key part of our audit due to: Our procedures included but were not limited to:
• Discussing with management system developer and system auditor the IT environment and consideration of the key financial processes to understand where IT systems were integral to the financial reporting process.
• Testing the design of the key IT controls relating to financial reporting systems of the company.
• Mix of automated controls and few residual functionalities under testing; • In response to the changes and control enhancements made during the year we performed the following: - evaluating the design of the controls to ensure they mitigated the relevant financial reporting risks and testing the operation of controls in the periods prior to and post any change;
• Some MIS reports are under development and testing through internal and outsourced support arrangements.
- where systems changed during the year testing IT general controls and data migration processes; and
- tested controls and performed additional substantive procedures of key general ledger account reconciliations.

Information Other than the Standalone Ind As Financial Statements and Auditor's ReportThereon

The Company's Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board's Report including Annex- ures to Board's Report BusinessResponsibility Report Corporate Governance and Shareholder's Information but does notinclude the Standalone Ind As financial statements and our auditor's report thereon.

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

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 theother information is materially inconsistent with the Standalone Ind As financialstatements or our knowledge obtained during the course of our audit or otherwise appearsto 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 that fact. We havenothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Standalone IndAS Financial Statements

The Company's Board of Directors is responsible for the matters stated in section134(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 thefinancial position financial performance changes in equity and cash flows of the companyin accordance with the accounting principles generally accepted in India including theIndian accounting Standards (Ind AS) specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended from time to time.

This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding of the assets of the companyand for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe financial 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.

Those Board of Directors are also responsible for overseeing the Company's financialreporting process.

Auditor's Responsibilities for the Audit of the Standalone Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 a 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 the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements.

As part of an audit in accordance with SAs we exercise professional judgment andmaintain 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 in order todesign audit procedures that are appropriate in the circumstances. Under section 143(3)(i)of the Companies Act 2013 we are also responsible for expressing our opinion on whetherthe company has adequate internal financial controls 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 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 financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

• Evaluate the overall presentation structure and content of the financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the Standalone Ind AS financialstatements that individually or in aggregate makes it probable that the economicdecisions of a reasonably knowledgeable user of the financial statements may beinfluenced. We consider quantitative materiality and qualitative factors in (i) planningthe scope of our audit work and in evaluating the results of our work; and (ii) toevaluate the effect of any identified misstatements in the 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 Ind As 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 public disclosureabout the matter or when in extremely rare circumstances we determine that a mattershould not be communicated in our report because the adverse consequences of doing sowould reasonably be expected to outweigh the public interest benefits of suchcommunication

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 ofthe Companies Act 2013 we give in the Annexure

A a statement on the matters specified in paragraphs 3 and 4 of the Order to theextent applicable.

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

(a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were 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 (including other comprehensiveincome) and the Cash Flow Statement and the Statement of Change in Equity dealt with bythis Report are in agreement with the books of account.

(d) In our opinion the aforesaid Standalone Ind AS financial statements comply withthe Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read withRule 7 of the Companies (Accounts) Rules 2014.

(e) On the basis of the written representations received from the directors as on 31stMarch 2019 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2019 from being appointed as a director in terms of Section164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls over financialreporting of the company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure B".

(g) With respect to the other matters to be included in the Auditor's

Report in accordance with the requirements of section 197(16) of the Act as amended:

In our opinion and to the best of our information and according to the explanationsgiven to us the remuneration paid by the Company to its directors during the year is inaccordance with the provisions of section 197 of the Act.

(h) 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. The company has disclosed the impact of pending litigations on its financialposition in its financial statements-refer Note 36 to the Standalone Ind AS financialstatements;

ii. The company has long term contracts as at 31st March 2019 for which there were nomaterial foreseeable losses. As informed to us that the company did not have anyderivative contracts.

iii. There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the company.

For K. G. Somani & Co.
Chartered Accountants
Firm Registration No: 06591N
(Vinod Somani)
Place: New Delhi Partner
Date: 14th May 2019 Membership No:085277

"ANNEXURE A" TO THE INDEPENDENT AUDITORS' REPORT

Referred to in paragraph 1 under the heading ‘Report on Other Legal &Regulatory Requirement' of our report of even date to the Standalone Ind AS FinancialStatements of the Company for the year ended March 31 2019:

(i) a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets;

b) According to the explanations given to us all the fixed assets have been physicallyverified by the management at reasonable intervals having regard to the size of theCompany and the nature of its assets and no material discrepancy was noticed on suchverification as compared to book records.

c) In our opinion and according to the information and explanations given to us duringthe course of audit the title deeds of immovable properties are held in the name of thecompany.

(ii) The Company is in the business of power. Accordingly it does not hold anyphysical inventories. Thus paragraph 3(ii) of the order is not applicable to the company.

(iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms Limited Liabilitypartnerships or other parties covered in the Register maintained under section 189 of theAct. Accordingly the provisions of clause 3 (iii) (a) to (c) of the Order are notapplicable to the Company.

(iv) In our opinion and according to the information and explanations given to usduring the course of audit the Company has complied with the provisions of Section 186 ofthe Companies Act 2013 in respect of investment of the company. Further the company hasnot granted any loans and has not given any guarantees and security under the provision ofsection 185 of the companies Act 2013; thereby the provision of the said section is notapplicable to the company.

(v) According to the information and explanations given to us the Company has notaccepted any deposits from the public within the meaning of Section 73 to 76 or any otherrelevant provisions of the Companies Act 2013 and the rules framed there under.Accordingly the provision of clause 3(v) of the Order is not applicable to the Company.

(vi) We have broadly reviewed the records maintained by the Company for generation ofpower pursuant to the rules made by the Central Government for the maintenance of costrecords under section 148(1) of the Companies Act 2013 and are of the opinion that primafacie the prescribed accounts and records have been made and maintained. We have nothowever made a detailed examination of the records with a view to determine whether theseare accurate and complete.

(vii) (a) According to information and explanations given to us and on the basis of ourexamination of the books of account and records the Company has been generally regular indepositing undisputed statutory dues including Provident Fund Employees State InsuranceIncome-Tax Sales tax Service Tax Duty of Customs Duty of Excise Value added TaxGoods & Service Tax Cess and any other statutory dues with the appropriateauthorities and there were no outstanding at March 31 2019 for a period of more than sixmonths from the date they become payable.

(b) According to the information and explanations given to us the dues of income taxsales tax wealth tax service tax duty of customs duty of excise value added taxGoods & Service Tax and cess which have not been deposited on account of a dispute andthe forum where the dispute is pending are as follows:

Name of Statute Nature of Disputed Dues Period to which the Amount Relates Amount Involved (र in Crore) Forum where Dispute is Pending
Income Tax Act 1961 Income Tax AY 2008-09 0.95 ITAT Delhi
Income Tax Act 1961 Income Tax AY 2009-10 1.47 ITAT Delhi
Income Tax Act 1961 Penalty AY 2009-10 1.47 ITAT Delhi
Income Tax Act 1961 Income Tax AY 2010-11 1.53 ITAT Delhi
Income Tax Act 1961 Income Tax AY 2011-2012 10.38 ITAT Delhi
Income Tax Act 1961 Penalty AY 2011-2012 0.01 Commissioner of Income Tax (Appeal)
Income Tax Act 1961 Income Tax AY 2012-2013 65.12 ITAT Delhi
Customs Act 1962 Custom

Duty

AY 2012-2013 17.16 CESTAT Bangalore
Income Tax Act 1961 Income Tax AY 2013-2014 99.12 ITAT Delhi
Income Tax Act 1961 Income Tax AY 2014-2015 45.63 ITAT Delhi
Income Tax Act 1961 Income Tax AY 2015-16 66.84 Commissioner of Income Tax (Appeal)
Finance

Act 1994

Service Tax FY 2013-14 to 2017-18 (upto June 2017) 52.11 Director General of GST Intelligence Bhopal Zonal Unit.

(viii) In our opinion and according to the information and explanations given to usthe Company has not defaulted in the repayment of dues to banks. The Company has not takenany loan either from financial institutions or from the government and has not issued anydebentures.

(ix) According to the information and explanations given to us the company has notraised moneys by way of initial public offer or further public offer (including debtinstruments) and term Loans. Accordingly the provisions of clause 3 (ix) of the Order arenot applicable to the Company.

(x) During the course of our examination of the books of account carried out inaccordance with the generally accepted auditing practices in India and according to theinformation and explanations given to us we have neither come across any instance offraud by the company or any fraud on the company by its officers or employees noticed orreported during the year nor have we been informed of such case by the management.

(xi) In our opinion and according to the information and explanations given to usduring the course of audit the managerial remuneration has been paid or provided inaccordance with the requisite approvals mandated by the provisions of section 197 readwith Schedule V to the Companies Act.

(xii) In our opinion and according to the information and explanations given to usduring the course of audit the company is not a Nidhi Company. Therefore the provisionsof clause 4(xii) of the Order are not applicable to the Company.

(xiii) In terms of the information and explanations sought by us and given by thecompany and the books and records examined by us in the normal course of audit and to thebest of our knowledge and belief we state that transactions with the related parties arein compliance with sections 177 & 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

(xiv) According to the information and explanations given to us by the management andthe books and records examined by us in the normal course of audit and to the best of ourknowledge and belief we state that the company has not made any preferential allotment orprivate placements of shares or fully or partly convertible debentures during the year

(xv) In our opinion and according to the information and explanations given to usduring the course of audit we state that the Company has not entered into non-cashtransaction with directors or persons connected with him. Therefore clause 3(xv) of theCompanies (Auditor's Report) Order 2016 is not applicable to the Company.

(xvi) The company is not required to be registered under section 45 IA of the ReserveBank of India Act 1934 and accordingly the provisions of clause 3(xvi) of the Order arenot applicable to the Company.

For K.G. Somani & Co.
Chartered Accountants
Firm Registration No: 06591N
(Vinod Somani)
Place: New Delhi Partner
Date: 14th May 2019 Membership No:085277

"ANNEXURE B" TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THESTANDALONE IND AS FINANCIAL STATEMENTS OF PTC INDIA LIMITED

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of PTC INDIALIMITED ("the Company") as of March 31 2019 in conjunction with our audit ofthe Standalone Ind AS financial statements of the Company for the year ended on that date.

Management's 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 (ICAI)". Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to company's policies the safeguarding ofits assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

Auditors' Responsibility

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") issued by the Institute of Chartered Accountants of Indiaand the Standards on Auditing prescribed under section 143(10) of the Companies Act 2013to the extent applicable to an audit of internal financial controls. Those Standards andthe Guidance Note require that we comply with ethical requirements and plan and performthe audit to obtain reasonable assurance about whether adequate internal financialcontrols over financial reporting was established and maintained and if such controlsoperated 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 Company's internal financial controls systemover financial 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 ofrecords that in reasonable detail accurately and fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorizations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of thecompany's assets that could have a material 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.

Opinion

In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2019 based on "the internalcontrol over financial reporting criteria established by the Company considering theessential components of internal control stated in the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India".

For K. G. Somani & Co.
Chartered Accountants
Firm Registration No: 06591N
(Vinod Somani)
Place: New Delhi Partner
Date: 14th May 2019 Membership No:085277

.