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R S Software (India) Ltd.

BSE: 517447 Sector: IT
NSE: RSSOFTWARE ISIN Code: INE165B01029
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OPEN 31.80
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VOLUME 3172
52-Week high 51.90
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OPEN 31.80
CLOSE 30.25
VOLUME 3172
52-Week high 51.90
52-Week low 22.00
P/E
Mkt Cap.(Rs cr) 76
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

R S Software (India) Ltd. (RSSOFTWARE) - Auditors Report

Company auditors report

To

The Members of

M/s. R S Software (India) Limited

Report on the Audit of the standalone Financial Statements Opinion

We have audited the accompanying Standalone financial statements ofM/s. R S Software (India) Limited ("the Company') which comprises the Balance Sheetas at March 312022 the Statement of Profit and Loss (including Other ComprehensiveIncome) statement of changes in Equity and Statement of Cash Flows for the year thenended and notes to the financial statements including a summary of significantaccounting policies and other explanatory information (hereinafter referred to as"the standalone financial statements").

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 ("the Act") in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read with the Companies (India AccountingStandards) Rules 2015 as amended ("Ind AS") and other accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2022and its loss (Including Other Comprehensive Income) Statement of Changes in Equity andits 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 Companies Act 2013. Our responsibilitiesunder those Standards are further described in the Auditor's Responsibilities for theAudit of the Standalone Financial Statements section of our report. We are independent ofthe Company in accordance with the Code of Ethics issued by the Institute of CharteredAccountants of India together with the ethical requirements that are relevant to our auditof the standalone financial statements under the provisions of the Companies Act 2013 andthe Rules there under and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the ICAI's Code of Ethics. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide a basis for ouropinion on Standalone Financial Statement.

Key Audit Matters:

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone financial statements of thecurrent period. These matters were addressed and communicated with management in thecontext of our audit of the standalone financial statements as a whole and in forming ouropinion thereon and we do not provide a separate opinion on these matters. We havedetermined the matters described below to be the key audit matters to be communicated inour report.

Sr. Key Audit Matter No How our audit addressed the Key Audit Matter
1 The application of revenue recognition accounting Standard is complex and involved a number of Key judgements and estimates and is the focus area of audit. Our audit procedure in recognition of revenue includes-
It involves the analysis of Customer Contracts (which includes identification and review of distinct performance obligations in the contract and determination of its Transaction price in relation with the performance obligation and the basis used to recognize revenue. a. Obtaining an understanding of the systems processes and controls implemented for recording and computing revenue
b. Thereafter tested the controls relating to identification of the distinct performance obligations and determination of transaction price. We carried out a combination of procedures involving enquiry and observation and inspection of evidence in respect of operation of these controls.
c. Selected on sample basis for performing the following procedures
1. Reviewed the particulars of the agreements (i.e distinct performance obligations nature of work transaction price including other Terms and Conditions).
2. Compared the Actual Performance Obligations with agreed performance obligations and revenue booking based on performance obligations achieved/rendered.
3. Effectiveness of controls have also been tested which broadly includes identification of major performance obligations of the company as stated in the agreement nature of contracts whether milestone based fixed price contracts maintenance contracts certain enhancement related contracts and determination of revenue recognition accordingly ( like Fixed price / maintenance revenue contracts should be recognized on a straight line basis or using the percentage completion method)
4. Reviewing the details of the resources engaged in the performance of the contracts on test check basis along with their approved attendance by the client
5. Reviewed the terms of the contracts in relation to 'transaction price' including any variable consideration and tested that revenue booking corresponds to the same.
6. In respect of revenue recorded for time and material and fixed price monthly contracts samples were tested using a combination of approved time sheets customer acceptances & subsequent invoicing and existing trend of collections.
7. In respect of revenue recorded for fixed price development contract and fixed time frame contract samples were tested to check the performance and obligation using the percentage of completion method based on Management's estimate of the Contract cost.

Emphasis of Matter

Attention is invited to Note 36 of the accounts where considering thesecond wave of pandemic Covid-19 the company continued with its policy of work from hometo ensure continuity

Our opinion is not modified in respect of matter stated in pointmentioned above

Information Other than the Standalone Financial Statements andAuditor's Report Thereon

The Company's Board of Directors is responsible for the preparation ofthe other information. The other information comprises the information included in theManagement Discussion and Analysis Directors Report including Annexures to Directors'Report Report on Corporate Governance but does not include the Standalone FinancialStatements and our auditors' report thereon. The Management Discussion and AnalysisDirectors' Report including Annexures to Directors' Report and Report on CorporateGovernance are expected to be made available to us after the date of this auditor'sreport.

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

In connection with our audit of the standalone financial statementsour responsibility is to read the other information identified above when it becomesavailable and in doing so consider whether the other information is materiallyinconsistent with the standalone financial statements or out knowledge obtained in theaudit or otherwise appears to be materially misstated.

When we read the annual report if we conclude that there is a materialmisstatement therein we are required to communicate the matter to those charged withgovernance and take appropriate action as applicable under the relevant laws andregulations.

Responsibility of Management and those charged with Governance for theStandalone Financial Statements

The Company's Board of Directors is responsible for the matters statedin section 134(5) of the Companies Act 2013 ("the Act") with respect to thepreparation of these standalone financial statements that give a true and fair view of thefinancial position financial performance total comprehensive income (changes in equity)and cash flows of the Company in accordance with the Ind AS and accounting principlesgenerally accepted in India including the accounting Standards specified under section133 of the Act 2013 read with relevant rules issued thereunder and other Accountingprinciples generally accepted in India. 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 implementation and maintenance ofaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation and maintenance of adequate that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the standalone financial statement that give a true andfair view and are free from material misstatement whether due to fraud or error.

In preparing the standalone financial statements 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.

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

Auditor's Responsibility for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether theStandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these 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 Financial Statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

• Obtain an understanding of internal controls relevant to theaudit in order to design audit procedures that are appropriate in the circumstances. Undersection 143(3)(i) of the Act we are also responsible for expressing our opinion onwhether the Company has adequate internal financial controls system in place and theoperating 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 theability of the Company 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 interim consolidated financial statements or if suchdisclosures are inadequate to modify our opinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor's report. However future events orconditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of thestandalone financial statements including the disclosures and whether the standalonefinancial statements represent the underlying transactions and events in a manner thatachieves 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 standalonefinancial statements of the current period and are therefore the key audit matters. Wedescribe these 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.

Report on Other Legal and Regulatory Requirements

(i) As required by the Companies (Auditors Report) order 2016 ( theOrder) issued by the Central Government of India in terms of section 143 (11) of the Actwe give in the Annexure A a Statement on the matters specified in paragraph 3 and 4 ofthe order

(ii) 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 purpose of our audit.

(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 (IncludingOther Comprehensive Income) the Cash Flow Statement and Statement of Changes in Equitydealt with by this Report are in agreement with the books of account.

(d) In our opinion the aforesaid standalone Ind AS financialstatements comply with the Accounting Standards specified under Section 133 of the Actread with Rule 7 of the Companies (Accounts) Rules 2014.

(e) On the basis of the written representations received from thedirectors as on 31st March 2022 taken on record by the Board of Directorsnone of the directors is disqualified as on 31st March 2022 from beingappointed as a director in terms of Section 164(2) of the Act.

(f) With respect to the adequacy of the internal financial controlsover financial reporting of the company and the operating effectiveness of such controlsrefer to our separate report in Annexure B and

(g) With respect to the other matter to be included in the Auditor'sreport 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 theexplanations given to us the remuneration paid by the company to its directors during theyear is in accordance with the provisions of section 197 of the act.

(h) With respect to the other matters to be includes in the Auditor'sReport in accordance with Rule 11 of the Companies

(Audit and Auditors) Rules 2014 in our opinion and to the best of ourinformation and according to the explanations given to us :

i. The Company has disclosed the impact of pending litigations in itsfinancial statements (refer Note 23 )

ii. The Company has long term contracts for which there are no materialforeseeable losses as at the balance sheet date.

iii. There is no delay in transferring amounts required to betransferred to the Investors Education and Protection Fund by the Company during theyear.

iv. As per the management representation provided we report -

• no funds have been advanced or loaned or invested by the companyto or in any other person(s) or entities including foreign entities("lntermediaries") with the understanding that the lntermediary shall whetherdirectly or indirectly lend or invest in other persons or entities identified in anymanner by or on behalf of the company (Ultimate Beneficiaries) or provide any guaranteesecurity or the like on behalf of ultimate beneficiaries.

• no funds have been received by the company from any person(s) orentities including foreign entities ("Funding Parties") with the understandingthat such company shall whether directly or indirectly lend or invest in other personsor entities identified in any manner whatsoever by or on behalf of the funding party(ultimate beneficiaries) or provide guarantee security or the like on behalf of theUltimate beneficiaries.

• Based on the audit procedures performed we report that nothinghas come to our notice that has caused us to believe that the representations given bymanagement under the above sub-clauses contain any material mis-statement.

v. As per the records of the Company no dividend has been declared orpaid during the year.

For DEOKI BIJAY & Co.
Chartered Accountants
Firm Regn. No : 313105E
Sd/-
CA D.N.AGRAWAL
Dated : 22nd April 2022 Partner
Place : New Delhi Memb No. 051157
UDIN: 22051157AKPIDX4030

Annexure A to the Auditors' Report

The Annexure referred to in Independent Auditors' Report to the membersof the Company on the standalone financial statements for the year ended 31st March 2022we report that

i. (a) (A) The Company has generally maintained proper records showingfull particulars including quantitative details of Property Plant and Equipment exceptlocation thereof.

(B) The Company has maintained proper records showing full particularsof intangible assets.

(b) According to the information and explanation given to us and on thebasis of our examination of the records of the company the Company has a regularprogramme of physical verification of its Property Plant and Equipment by which allProperty Plant and Equipment are verified every year. In accordance with this programmeall the Property Plant and Equipment have been physically verified by the managementduring the year and no material discrepancies have been noticed on such verification. Inour opinion this periodicity of physical verification is reasonable having regard to thesize of the Company and the nature of its assets.

(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 immovableproperty disclosed in the financial statements are held in the name of the Company.

(d) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not revaluedits property plant and equipment (including Right-of-use assets) or Intangible assets orboth during the year.

(e) According to the information and explanations given to us and onthe basis of our examination of the records of the Company there are no proceedingsinitiated or pending against the Company for holding any benami property under theProhibition of Benami Property Transactions Act 1988 and rules made thereunder.

ii. (a) The Company is a service company primarily rendering softwareservices. Accordingly it does not hold any physical inventories. Thus paragraph 3(ii)(a)of the Order is not applicable to the Company.

(b) According to the information and explanations given to us theCompany has not been sanctioned working capital limits in excess of five crore rupees atany point of time of the year in aggregate from banks or financial institutions on thebasis of security of current assets. Accordingly the requirement to report on para3(ii)(b) of the Order is not applicable to the Company.

iii. (a) On the basis of examination of records and according to theinformation and explanation given to us we report that the Company has not madeinvestment provided any gurantee or security of granted advances in the nature of loanssecured or unsecured to companies firms limited liability Partnership or any otherparties during the year except that the Company has granted unsecured loans to onesubsidiary company during the year which is covered in the register maintained undersection 189 of the Companies Act 2013. The aggregate amount of loan given during the yearwas Rs. 21248896 balance outstanding as on 31.03.2022 was Rs. 4435782.

(b) According to the information and explanation given to us and basedon the audit proceeding conducted by us we are of the opinion that the terms andconditions of the loans given are prima facie not prejudices to the interest of theCompany.

(c) According to the information and explanation given to us and on thebasis of examination of the records of the Company no schedule of repayment of principaland interest has been stipulated in this regard and hence clause (iii)(c) to Clause(iii)(e) of the order is not applicable.

(d) According to the information and explanation given to us and on thebasis of examination of the records of the Company the Company has granted loan to itssubsidiary without specifying any terms or period of repayment. The aggregate amount ofsuch loan is for Rs. 21248896 and it is hundred percent of the total loan granted torelated party as defined in clause (76) of section 2of the Companies Act 2013.

(iv) On the basis of examination of records of the Company andaccording to information and explanation given to us the Company has granted loan to itssubsidiary in compliance with provision of Section 185 and 186 of the Companies Act.

(v) The Company has not accepted any deposits and therefore thedirectives issued by the Reserve Bank of India and the provisions of section 73 to 76 orany other relevant provisions of the companies act 2013 and the rules formed thereunderare not applicable to the company and hence para 3(v) of the Order is not applicable tothe Company.

(vi) According to the information and explanation given to us theCentral Government has not prescribed the maintenance of cost records under Section 148(1)of the Act for any of the services rendered by the Company. Thus paragraph 3(vi) of theOrder is not applicable.

(vii) a) According to information and explanation given to us and asper the records of the Company examined by us the Company is generally regular indepositing with appropriate authorities undisputed statutory dues including providentfund employees' state insurance income-tax sales tax goods and service tax (GST) cessand other statutory dues applicable to it except certain delay in deposit of GST and nondeposit of Federal Tax Interest and Penalty in USA to the extent of demand of Rs.6.04crores. Except none deposit of Federal Tax Interest and Penalty in USA no otherstatutory dues were outstanding as at 31st March 2022 for a period of more than sixmonths from the date they became payable.

b) According to the information and explanations given to us andexamination of the records of the Company no undisputed amounts payable in respect ofprovident fund employees' state insurance income tax goods and service tax (GST) cessand other material statutory dues were outstanding as at 31st March 2022 on account ofany dispute except as follows :

Name of the Statute Nature of dues Amount Period to which the amount relates Forum where dispute is pending
Service Tax Service Tax 3.99 Crores 2007 - 2012 Appeal before CESTAT
Federal Tax USA Income Tax 3.75 crores -FY2011 & 2012 - Process of Seeking relief and Installment based payment system has been initiated has been initiated
2.29 crores - FY 20142015 & 2016 -Steps have undertaken to get waiver

(viii) According to information and explanations given to us and on thebasis of our examination of the records of the Company the Company has not surrendered ordisclosed any transaction previously unrecorded as income in the books of account in thetax assessments under the Income Tax Act 1961 as income during the year.

(ix) (a) According to the information and explanations given to us andon the basis of our examination of the records of the Company the Company have notdefaulted in repayment of any loans or borrowings from any lender during the year.

(b) According to the information and explanations given to us and onthe basis of our examination of the records of the Company the Company has not beendeclared willful defaulter by any bank or financial institution or government orgovernment authority.

(c) According to the information and explanations given to us and basedon our examination of the records of the Company the Company has not raised any money byway of term loans.

(d) According to the information and explanations given to us and basedon our examination of the records of the Company no funds raised on short-term basis havebeen used for long-term purposes by the Company.

(e) According to the information and explanations given to us and basedon our examination of the records of the Company the Company has not taken any funds fromany entity or person on account of or to meet the obligations of its subsidiaries.

(f) According to the information and explanations given to us and basedour examination of the records of the Company the Company has not raised loans during theyear on the pledge of securities held in its subsidiaries. According clause 3(ix)(f) ofthe Order is not applicable to the Company.

(x) (a) The Company did not raise any money by way of initial publicoffer or further public offer (including debt instruments) during the year. Accordinglyparagraph 3(x)(a) of the Order is not applicable.

(b) According to the information and explanations given to us and basedon our examination of the records of the Company the Company has not made anypreferential allotment or private placement of shares or convertible debentures during theyear. Hence reporting under paragraph 3(x)(b) of the Order is not applicable to theCompany.

(xi) (a) Based on the examination of the books and records of theCompany and according to the information and explanation given to us considering theprinciples of materiality outlined in the Standards on Auditing we report that no fraudby the Company or on the Company has been noticed or reported during the course of audit.

(b) According to the information and explanations given to us noreport under sub-section (12) of section 143 of the Companies Act 2013 has been filed inForm ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules 2014 withthe Central Government during the year and up to the date of this report.

(c) According to the information and explanation given to us there wasno whistle blower complaints received by the Company during the year.

(xii) According to the information and explanations given to us theCompany is not a Nidhi Company. Accordingly clause

(xii) of the Order is not applicable.

(xiii) According to the information and explanation given to us andbased on the audit procedures performed by us transactions with the related parties arein compliance with section 177 and 188 of the Act where applicable and the details havebeen disclosed in the financial statements as required by the applicable accountingstandards.

(xiv) In our opinion the Company has an adequate internal audit systemcommensurate with the size and the nature of its business and we have considered theinternal audit reports for the year under audit.

(xv) In our opinion and according to the information and explanationgiven to us the Company has not entered into any non-cash transactions with its directorsor persons connected to its directors and hence the provisions of Section 192 of theCompanies Act 2013 are not applicable to the Company.

(xvi) (a) According to the information and explanation given to us andbased on the audit procedures performed by us the Company is not required to beregistered under Section 45-IA of the Reserve Bank of India Act 1934.

(b) According to the information and explanation given to us and basedon the audit procedures performed by us the Company has not conducted any non-bankingFinancial or Housing Finance Activities. Hence reporting under paragraph 3(xvi(b) of theOrder is not applicable.

(c) According to the information and explanation given to us and basedon the audit procedures performed by us the Company is jot Core Investment Company (CIC)as defined in the regulation made by the Reserve Bank of India. Hence reporting underparagraph 3(xvi(c) of the Order is not applicable.

(d) According to the information and explanation given to us and basedon the audit procedures performed by us the Group does not have any CIC as part of theGroup. Hence reporting under paragraph 3(xvi(d) of the Order is not applicable.

(xvii) The Company has incurred cash losses in the Financial Year andin the immediately preceding financial year. The cash loss during the year was Rs. 442.68lacs and in the immediately preceding year it was Rs. 1066.49 lacs.

(xviii) There has been no resignation of the statutory auditors duringthe year and accordingly requirement to report on paragraph 3(xviii) of the Order is notapplicable.

(xix) On the basis of the financial ratios ageing and expected datesof realization of financial assets and payment of financial liabilities other informationaccompanying the financial statements our knowledge of the Board of Directors andmanagement plans we are of the opinion that no material uncertainty exists as on the dateof the audit report of the Company's capability of meeting its liabilities existing at thedate of balance sheet as and when they fall due within a period of one year from thebalance sheet date. We however state that this is not an assurance as to the futureviability of the Company. We further state that our reporting is based on the facts up tothe date of the audit report and we neither give any guarantee nor any assurance that allliabilities falling due within a period of one year from the balance sheet date will getdischarged by the Company as and when they fall due.

(xx) According to the information and explanation given to us and basedon the audit procedures performed by us provision of section 135 relating to corporatesocial responsibility is not applicable on the company hence nothing is required to bereported under clause (xx) (a) & clause (xx) (b)of the order.

For DEOKI BIJAY & Co.
Chartered Accountants
Firm Regn. No : 313105E
Sd/-
CA D.N.AGRAWAL
Dated : 22nd April 2022 Partner
Place : New Delhi Memb No. 051157
UDIN: 22051157AKPIDX4030

Annexure B to the 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 over financialreporting of R S SOFTWARE (INDIA) LIMITED ('the Company') as on 3151 March2022 in conjunction with our audit of the standalone financial statements of the Companyfor the 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 over financialreporting criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls overFinancial Reporting issued by the Institute of Chartered Accountants of India ('ICAI').These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to the Company's policies the safeguarding of its assets the prevention and detection of frauds and errors the accuracyand completeness of the accounting records and the timely preparation of reliablefinancial information as required under the Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internalfinancial controls over financial reporting based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls over FinancialReporting (the 'Guidance Note') and the Standards on Auditing issued by ICAI and deemedto be prescribed under Section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls over financial reporting were established andmaintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence aboutthe adequacy of the internal financial controls system over financial reporting and theiroperative effectiveness. Our audit of internal Financial Controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the auditors judgment including the assessment of the risksof material misstatement of the financial statements 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 of the Company's internal financialcontrols system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A company's internal financial control over financial reporting is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purpose in accordancewith generally accepted accounting principles. A company's internal financial control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in responsible detail accurately and fairy reflect thetransactions and dispositions of the assets of the Company; (2) provide reasonableassurance that transactions are records as necessary to permit preparation of financialstatements in accordance with authorizations of the Management and directors of theCompany; and (3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the Company's assets that could have amaterial effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over FinancialReporting

Because of the inherent limitations of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and nor bedetected. Also projections of any evaluation of the internal financial controls overfinancial reporting to future period are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of change in conditions orthat the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects an adequateinternal financial controls system over financial reporting and such internal financialcontrols over financial reporting were operating effectively as at 31st March2022 based on the internal control over financial reporting criteria established by theCompany considering the essential components of internal controls stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued by theInstitute of Chartered Accountants of India.

For DEOKI BIJAY & Co.
Chartered Accountants
Firm Regn. No : 313105E
Sd/-
CA D.N.AGRAWAL
Dated : 22nd April 2022 Partner
Place : New Delhi Memb No. 051157
UDIN: 22051157AKPIDX4030

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