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Rane Brake Lining Ltd.

BSE: 532987 Sector: Auto
NSE: RBL ISIN Code: INE244J01017
BSE 00:00 | 17 Aug 696.75 -1.05
(-0.15%)
OPEN

700.95

HIGH

709.00

LOW

695.00

NSE 00:00 | 17 Aug 696.70 -1.05
(-0.15%)
OPEN

702.00

HIGH

710.00

LOW

692.50

OPEN 700.95
PREVIOUS CLOSE 697.80
VOLUME 893
52-Week high 990.00
52-Week low 576.00
P/E 17.02
Mkt Cap.(Rs cr) 539
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 700.95
CLOSE 697.80
VOLUME 893
52-Week high 990.00
52-Week low 576.00
P/E 17.02
Mkt Cap.(Rs cr) 539
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Rane Brake Lining Ltd. (RBL) - Auditors Report

Company auditors report

To

The Members

Rane Brake Lining Limited

REPORT ON THE AUDIT OF STANDALONE FINANCIAL STATEMENTS

Opinion

We have audited the accompanying standalone financial statements of Rane Brake LiningLimited ("the Company") which comprise the Balance Sheet as at March 31 2022the Statement of Profit and Loss (including Other Comprehensive Income) the Statement ofChanges in Equity and Cash Flows Statement for the year then ended and notes to thefinancial statements including a summary of significant accounting policies and otherexplanatory information (hereinafter referred to as Standalone Financial Statements)Inouropinionandtothebestofourinformationandaccording to the explanations given to us theaforesaid standalone financial statements give the information required by the CompaniesAct 2013 ("the Act") in the manner so required and give a true and fair view inconformity with the Indian Accounting Standards prescribed under section 133 of the Actread with the Companies (Indian Accounting Standards) Rules 2015 as amended ("IndAS") and other accounting principles generally accepted in India of the state ofaffairs of the Company as at March 31 2022 its profit and total comprehensive incomechanges in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act 2013. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of theFinancial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thestandalone financial statements under the provisions of the Companies Act 2013 and theRules thereunder and we have fulfilled our other ethical responsibilities in accordancewith these requirements and the ICAI's Code of Ethics. We believe that the audit evidencewe have obtained is sufficient and appropriate to provide a basis for our opinion on thestandalone financial statement.

Emphasis of Matter

We draw attention to Note 1 - 3.5 to the financial statements which describes theimpact due to the COVID-19 pandemic situation on the Company's financial results asassessed by the management and the uncertainties associated with it considering thenature and duration of the pandemic. Our opinion is not modified in respect of the abovematter.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters.

We have determined that there are no key audit matters to communicate in our report.

Information Other than the Standalone Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Management Discussion and AnalysisBoard's Report including Annexures to Board's Report Corporate Governance and CorporateInformation but does not include the standalone financial statements and our auditor'sreport thereon. Our opinion on the standalone financial statements does not cover theother information and we do not express any form of assurance conclusion thereon. Inconnection with our audit of the standalone financial statements our responsibility is toread the other information and in doing so consider whether the other information ismaterially inconsistent with the standalone financial statements or our knowledge obtainedin the audit or otherwise appears to be materially misstated. If based on the work wehave performed we conclude that there is a material misstatement of this otherinformation we are required to report that fact. We have nothing to report in thisregard.

Responsibilities of Management and Those Charged with Governance for the StandaloneFinancial 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 financial statements that give a true and fair view of the financialposition financial performance including other comprehensive income changes in equityand cash flows of the Company in accordance with the accounting principles generallyaccepted in India including the accounting Standards specified under section 133 of theAct. 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 standalone financialstatements the Board of Directors is responsible for assessing the Company's ability tocontinue as a going concern disclosing as applicable matters related to going concernand using the going concern basis of accounting unless the Board of Directors eitherintends to liquidate the Company or to cease operations or has no realistic alternativebut 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 Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalonefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone 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 standalone 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 to designaudit procedures that are appropriate in the circumstances. Under section 143(3) (i) ofthe Companies Act 2013 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 the reasonableness ofaccounting estimates and related disclosures made by management.

Conclude on the appropriateness of management's use of the going concern basis ofaccounting 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 standalone financialstatements including the disclosures and whether the standalone financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation. Materiality is the magnitude of misstatements in the standalone 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 alsoprovide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence and to communicate with them allrelationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards. From the matters communicated withthose charged with governance we determine those matters that were of most significancein the audit of the standalone financial statements of the current period and aretherefore the key audit matters. We describe these matters in our auditor's report unlesslaw or regulation 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 ofthe Companies Act 2013 we give in "Annexure A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable.

2. As required by Section 143(3) of the Act we report that: a. We have sought andobtained all the information and explanations which to the best of our knowledge andbelief were necessary for the purposes of our audit. b. In our opinion proper books ofaccount as required by law have been kept by the Company so far as it appears from ourexamination of those books; c. The Balance Sheet the Statement of Profit and Lossincluding other comprehensive income the Statement of Changes in Equity and the Cash FlowStatement dealt with by this Report are in agreement with the books of account; d. In ouropinion the aforesaid standalone financial statements comply with the AccountingStandards specified under Section 133 of the Act read 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 Directors none of thedirectors is disqualified as on 31st March 2022 from being appointed as a director interms of Section 164(2) of the Act; f. With respect to the adequacy of the internalfinancial controls over financial reporting of the Company and the operating effectivenessof such controls refer to our separate Report in "Annexure B". Our reportexpresses an unmodified opinion on the adequacy and operating effectiveness of theCompany's internal financial controls over financial reporting; g. With respect to theother matters to be included in the Auditor's Report in accordance with the requirementsof section 197(16) of the Act as amended: In our opinion and to the best of ourinformation and according to the explanations given to us the remuneration paid by theCompany to its directors during the year is in accordance with the provisions of section197 of the Act. h. With respect to the other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 inour opinion and to the best of our information and according to the explanations given tous: (i) the Company has disclosed the impact of pending litigations on its financialposition in its financial statements – Refer Note 37 to the financial statements.

(ii) the Company did not have any long-term contracts including derivative contractsfor which there were any material foreseeable losses.

(iii) There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company (iv) i. The Management hasrepresented that to the best of its knowledge and belief no funds

(which are material either individually or in the aggregate) have been advanced orloaned or invested (either from borrowed funds or share premium or any other sources orkind of funds) by the Company to or in any other person or entity including foreignentity ("Intermediaries") with the understanding whether recorded in writingor otherwise that the Intermediary shall whether directly or indirectly lend or investin other persons or entities identified in any manner whatsoever by or on behalf of theCompany ("Ultimate Beneficiaries") or provide any guarantee security or thelike on behalf of the Ultimate Beneficiaries; ii. The Management has represented that tothe best of its knowledge and belief no funds (which are material either individually orin the aggregate) have been received by the Company from any person or entity includingforeign entity ("Funding Parties") with the understanding whether recorded inwriting or otherwise that the Company shall whether directly or indirectly lend orinvest in other persons or entities identified in any manner whatsoever by or on behalf ofthe Funding Party ("Ultimate Beneficiaries") or provide any guarantee securityor the like on behalf of the Ultimate Beneficiaries; iii. Based on the audit proceduresthat have been considered reasonable and appropriate in the circumstances nothing hascome to our notice that has caused us to believe that the representations under sub-clause(i) and (ii) of Rule 11(e) as provided under (i) and (ii) above contain any materialmisstatement.

(v) As stated in Note 11 to the standalone financial statements 1. the final dividendproposed in the previous year declared and paid by the company during the year is inaccordance with Section 123 of the Act as applicable.

2. the Company has not declared or paid any interim dividend during the year.

3. the Board of Directors of the Company have proposed final dividend for the yearwhich is subject to the approval of the members at the ensuing Annual General Meeting. Thedividend declared is in accordance with section 123 of the Act to the extent it applies todeclaration of dividend.

For Varma & Varma
Chartered Accountants
FRN004532S
Georgy Mathew
Partner
Place: Bengaluru M No. 209645
Date : May 18 2022 UDIN: 22209645AJFENS6856

ANNEXURE ‘A' TO INDEPENDENT AUDITOR'S REPORT

REFERRED TO IN PARAGRAPH UNDER THE HEADING REPORT ON "OTHER LEGAL AND REGULATORYREQUIREMENTS" OF OUR INDEPENDENT AUDIT REPORT OF EVEN DATE ON THE STANDALONEFINANCIAL STATEMENTS OF RANE BRAKE LINING LIMITED FOR THE YEAR ENDED MARCH 31 2022

(i) a. (A) The Company has maintained proper records showing full particularsincluding quantitative details and situation of Property Plant and Equipment and relevantdetails of right-of-use assets.

(B) The Company has maintained proper records showing full particulars of intangibleassets b. The Company has a program of physical verification to cover all the items ofProperty Plant and Equipment and right-of-use assets in a phased manner which in ouropinion is reasonable having regard to the size of the Company and the nature of itsassets. According to the information and explanations given to us no materialdiscrepancies have been noticed on such verification. c. According to the information andexplanations given to us and based on the examination of the records of the company wereport that the title deeds of immovable properties (other than properties where thecompany is the lessee and the lease agreements are duly executed in favour of the lessee)disclosed in the financial statements are held in the name of the company. In one casewhere there is a dispute regarding title the company has received an interim stay fromthe Honourable High Court of Telangana and based on legal opinion we report that thetitle deeds of immovable properties are held in the name of the company; d. The Companyhas not revalued any of its Property Plant and Equipment (including right-of-use assets)and intangible assets during the year. e. According to the information and explanationsgiven to us and based on the examination of the records of the company no proceedingshave been initiated during the year or are pending against the Company as at March 312022 for holding any benami property under the Benami Transactions (Prohibition) Act 1988(45 of 1988) and rules made thereunder.

(ii) a. We are informed that the physical verification of inventory has been conductedby the management at reasonable intervals and in our opinion the coverage and procedureof such verification by the management is appropriate. According to the information andexplanations given to us and based on the examination of the records of the companydiscrepancies of 10% or more in the aggregate for each class of inventory were not noticedon such verification b. The quarterly returns or statements filed by the company withbanks or financial institutions in respect of working capital limits in excess of fivecrore rupees in aggregate on the basis of security of current assets are in agreementwith the books of account of the Company. The differences if any are not material innature. (iii) The Company has made investments in a company and has granted unsecuredloans to certain parties and employees during the year in respect of which according tothe information and explanations given to us and based on the records of the companyexamined by us: 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. In our opinionthe investments made and the terms and conditions of the grant of loans during the yearare prima facie not prejudicial to the Company's interest. The company has not providedany guarantee or given any security during the year. c. In respect of interest-free loansgranted by the Company to its employees the schedule of repayment of principal has beenstipulated and the repayment of principal amounts have generally been regular as perstipulation. d. In respect of interest-free loans granted by the Company to itsemployees there is no overdue amount remaining outstanding as at the balance sheet date.e. No loan granted by the Company which has fallen due during the year has been renewedor extended or fresh loans granted to settle the overdues of existing loans given to thesame parties. Hence reporting under clause 3(iii)(e) is not applicable. f. The Companyhas not granted any loans or advances in the nature of loans either repayable on demand orwithout specifying any terms or period of repayment during the year. Hence reportingunder clause 3(iii)(f) is not applicable.

(iv) According to the information and explanations given to us and based on the recordsof the company examined by us the Company has complied with the provisions of Sections186 of the Companies Act 2013 in respect of investments made during the year. The companyhas not granted any loans or given any security or guarantee for which the provisions ofsection 185 and 186 of the Act are applicable. (v) The company has not accepted anydeposit from the public during the year. Accordingly reporting under Clause 3(v) of theOrder is not applicable to the company.

(vi) The Central Government has prescribed maintenance of cost records under section148(1) of the Act in respect of certain products manufactured by the company. We havebroadly reviewed the cost records maintained by the Company pursuant to the Companies(Cost Records and Audit) Rules 2014 as amended and are of the opinion that primafacie the prescribed cost records have been made and maintained. We have however notmade a detailed examination of the cost records with a view to determine whether they areaccurate or complete.

(vii) a. As per the information and explanations furnished to us and according to ourexamination of the records of the Company the Company has been regular in depositing theundisputed statutory dues including provident fund employees state insurance income taxgoods and services tax duty of customs cess and other material statutory dues asapplicable to the Company with the appropriate authorities during the year and noundisputed amounts in respect of material statutory dues were in arrears as at March 312022 for a period of more than six months from the date they became payable. b. Accordingto the information and explanations given to us and based on the records of the Companyexamined by us the particulars of dues referred to in sub-clause (a) that have not beendeposited on account of any dispute as at March 31 2022 are as follows:

Statute Nature of dues Amount (Rs in Cr) Period to which the amount relates Forum where the dispute is pending
Income Tax Act 1961 Income Tax 0.27 April 2001 to March 2002 April 2003 to March 2004 High Court of Judicature Madras
Income Tax Act 1961 Income Tax 0.40 April 2006 to March 2007 Assessing officer Chennai
Income Tax Act 1961 Income Tax 1.86 April 2010 to March 2013 April 2015 to March 2018 Commissioner of income tax (Appeals) Chennai
Central Sales Tax Act 1956 Sales Tax 0.09 April 2008 to March 2010 and April 2011 to March 2012 The Telangana Value Added Tax Appellate Tribunal Hyderabad
Central Sales Tax Act 1956 Sales Tax 0.06 April 2017 to June 2017 Madras High Court Chennai
Central Sales Tax Act 1956 Sales Tax 0.07 April 2013 to March 2014 The Joint Commissioner of Sales Tax (Appeal) Pune
Finance Act 1994 Service Tax (including interest and penalty) 0.11 August 2012 April 2015 to June 2017 Customs Excise And Service Tax Appellate Tribunal Chennai

(viii) There were no transactions relating to previously unrecorded income that havebeen surrendered or disclosed as income during the year in the tax assessments under theIncome Tax Act 1961 (43 of 1961).

(ix) a. The Company has not taken any loans or other borrowings from any lender. Hencereporting under clause 3(ix)(a) of the Order is not applicable b. The Company has not beendeclared wilful defaulter by any bank or financial institution or government or anygovernment authority. c. The company has not taken any term loan during the year and thereare no outstanding term loans at the beginning of the year and hence reporting underclause 3(ix)(c ) of the Order is not applicable. d. On an overall examination of thefinancial statements of the Company we report that during the year no funds raised onshort-term basis have prima facie been used for long-term purposes by the Company. e.The Company does not have any subsidiaries associates or joint ventures and hencereporting on clause 3(ix)(e) of the Order is not applicable.

f. The Company does not have any subsidiaries associates or joint ventures and hencereporting on clause 3(ix)(f) of the Order is not applicable.

(x) As per the information and explanations furnished to us and according to ourexamination of the records of the Company a. The Company has not raised moneys by way ofinitial public offer or further public offer (including debt instruments) during the yearand hence reporting under clause 3(x)(a) of the Order is not applicable. b. During theyear the Company has not made any preferential allotment or private placement of sharesor convertible debentures (fully or partly or optionally) and hence reporting under clause3(x) (b) of the Order is not applicable.

(xi) As per the information and explanations furnished to us and according to ourexamination of the records of the Company a. No fraud by the Company and no materialfraud on the Company has been noticed or reported during the year.

b. No report under sub-section (12) of section 143 of the Companies Act has been filedin Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules 2014with the Central Government during the year and upto the date of this report. c. Nowhistle blower complaints have been received by the Company during the year (and upto thedate of this report) (xii) The Company is not a Nidhi Company and hence reporting underclause (xii) of the Order is not applicable. (xiii) According to the information andexplanations given to us and based on the records of the Company examined by ustransactions with the related parties are in compliance with sections 177 and 188 of theAct where applicable and the details thereof have been duly disclosed in Note 32C to thestandalone financial statements as required by the applicable accounting standard.

(xiv) a. In our opinion the Company has an adequate internal audit system commensuratewith the size and the nature of its business. b. We have considered the internal auditreports for the year under audit issued to the Company during the year and till date indetermining the nature timing and extent of our audit procedures. (xv) According to theinformation and explanations given to us and based the records of the Company examined byus the company has not entered into any non-cash transactions with directors or personsconnected with the directors and hence reporting under clause 3(xv) of the Order is notapplicable.

(xvi) According to the information and explanations given to us and the records of theCompany examined by us a. The company is not required to be registered under section45-IA of the Reserve Bank of India Act 1934. Hence reporting under clause 3(xvi)(a) ofthe Order is not applicable. b. The company has not conducted any Non-Banking Financial orHousing Finance activities during the year. Hence reporting under clause 3(xvi)(b) of theOrder is not applicable. c. The company is a not Core Investment Company (CIC) as definedin the regulations made by the

Reserve Bank of India. Hence reporting under clause 3(xvi)(c) of the Order is notapplicable. d. There is no core investment company as defined in the regulations made bythe Reserve Bank of India within the Group. Hence reporting under clause 3(xvi)(d) of theOrder is not applicable.

(xvii) The Company has not incurred cash losses during the financial year covered byour audit and the immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors of the Company duringthe year.

(xix) On the basis of the financial ratios ageing and expected dates of realisation offinancial assets and payment of financial liabilities other information accompanying thefinancial statements and our knowledge of the Board of Directors and Management plans andbased on our examination of the evidence supporting the assumptions nothing has come toour attention which causes us to believe that any material uncertainty exists as on thedate of the audit report indicating that Company is not capable of meeting its liabilitiesexisting at the date of balance sheet as and when they fall due within a period of oneyear from the balance sheet date. We however state that this is not an assurance as tothe future viability of the Company. We further state that our reporting is based on thefacts up to the date of the audit report and we neither give any guarantee nor anyassurance that all liabilities falling due within a period of one year from the balancesheet date will get discharged by the Company as and when they fall due.

(xx) There are no unspent amounts towards Corporate Social Responsibility (CSR) onon-going or other than ongoing projects. Accordingly reporting under clause 3(xx)(a) and(b) of the order is not applicable for the year.

For Varma & Varma
Chartered Accountants
FRN004532S
Georgy Mathew
Partner
Place: Bengaluru M No. 209645
Date : May 18 2022 UDIN : 22209645AJFENS6856

ANNEXURE ‘B' TO INDEPENDENT AUDITOR'S REPORT

REFERRED TO IN PARAGRAPH UNDER THE HEADING "REPORT ON OTHER LEGAL AND REGULATORYREQUIREMENTS" OF OUR INDEPENDENT AUDIT REPORT OF EVEN DATE ON THE STANDALONEFINANCIAL STATEMENTS OF RANE BRAKE LINING LIMITED FOR THE YEAR ENDED 31ST MARCH 2022

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 Rane BrakeLining Limited ("the Company") as of March 31 2022 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

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 internalcontrolstatedintheGuidanceNoteonAuditofInternalFinancial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to 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.

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") 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 was established andmaintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgement 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 authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised 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 the Company has in all material respects an adequate internalfinancial controls system over financial reporting and such internal financial controlsover financial reporting were operating effectively as at March 31 2022 based on theinternal control over financial reporting criteria established by the Company consideringthe essential components of internal control stated in the Guidance Note on Audit ofInternal Financial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

For Varma & Varma
Chartered Accountants
FRN004532S
Georgy Mathew
Partner
Place: Bengaluru M No. 209645
Date : May 18 2022 UDIN : 22209645AJFENS6856

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