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Risa International Ltd.

BSE: 530251 Sector: Others
NSE: N.A. ISIN Code: INE001O01029
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NSE 05:30 | 01 Jan Risa International Ltd
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VOLUME 18798
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OPEN 1.10
CLOSE 1.10
VOLUME 18798
52-Week high 1.33
52-Week low 0.30
P/E
Mkt Cap.(Rs cr) 18
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Risa International Ltd. (RISAINTERNATIO) - Auditors Report

Company auditors report

To the Members of

RISA INTERNATIONAL LIMITED

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of RISA INTERNATIONAL LIMITED ("theCompany") which comprise the balance sheet as at 31st March 2021 and the statementof profit and loss statement of changes in equity and the statement of Cash Flows forthe year then ended and notes to the financial statements including a summary ofsignificant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid financial statements give the information required by the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the company as at 31stMarch 2021 and profit/loss changes in equity and its cash flows for the year ended onthat 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 thefinancial statements under the provisions of the Companies Act 2013 and the Rules thereunder and we have fulfilled our other ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe that the audit evidence we have obtainedis sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

1. We draw your attention to the Note 33 in the Financial Statements which containsthe bad debts written off & other income due to reversal of Trade Payable and othercurrent liability and net of amount of the same amounting to Rs.2 97 21218/- is shownas Sundry Balance written off (Net) under Note 21 in the Financial Statements and the sameis based on the Management's estimate of the recoverability & payment of the dues ouropinion is not modified in respect of this matter.

2. We draw your Attention to Note no. 28 of the accompanying notes to the financialstatements regarding Balances of Trade Receivables Trade payables Capital Advancesother advances given and taken and Loans given and taken are subject toConfirmation/Reconciliation consequential adjustment if any. Our opinion is not modifiedin respect of this matter.

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. During the course of our audit we have determined thatthere are no key audit matters to be communicated in our report except for the mattersprescribed in emphasis of matter.

Information Other than the 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 Annual Report Report on Corporate governance and Business Responsibilityreport but does not included in the financial statements and our auditor's report thereon

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

In connection with our audit of the financial statements our responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the financial statements or our knowledge obtained during thecourse of our audit or otherwise appears to be materially misstated. If based on the workwe have performed we conclude thatthere 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 FinancialStatements

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

In preparing the financial statements the Board of Directors is responsible forassessing the Company's ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessthe Board of Directors either intends to liquidate the Company or to cease operations orhas no realistic alternative but to do so. Those Board of Directors are also responsiblefor overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

1. 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.

2. As part of an audit in accordance with SAs we exercise professional judgment andmaintain professional scepticism 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)(l)of the Companies Act 2013 we are also responsible for expressing our opinion on whethercompany has adequate Internal Control System in place and the operating effectiveness ofsuch 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.

3. We communicate with those charged with governance regarding among other mattersthe planned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.

4. 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.

5. From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor's report unless law or regulation precludes public disclosure about the mattershould not be communicated in our report because the adverse consequence of doing so wouldreasonably be expected to outweigh the public interest benefits of such communication.

OTHER MATTER

The company has not appointed any company secretary after the resignation of theprevious company secretary and more than six month has elapsed from the date signing thefinancial statement. Hence provision of section 134 of the companies Act 2013 regardingsigning of the Financial Statement and section 203 of the companies Act 2013 regardingappointment of key Managerial personnel has not been complied with.

Report on Other Legal and Regulatory Requirements

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 Act we give in the "Annexure A" statement on the matters specifiedin the paragraphs 3 and 4 of the said Order. To the extent applicable.

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 purpose of our audit;

(b) In our opinion proper books of account as required bylaw have been kept by theCompany so far as it appears from our examination of those books;

(c) The Balance Sheet the Statement of Profit & Loss and cash flow statementdealt with by this report are in agreement with the books of account;

(d) In our opinion the aforesaid Financial Statement comply with the Indian AccountingStandards (IND AS) specified under Section 133 of the Act read with Companies (IndianAccounting Standards) Rules 2015;

(e) On the basis of written representations received from the directors as on 31stMarch 2021 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2021 from being appointed as a director in terms of section164 (2) of the Act; and

(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 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 had only one pending litigation against the Company wherein a creditorof the Company towards whom an amount of Rs.9049844/- is payable had filed a petitionwith NCLT Mumbai Bench for the recovery of its amount due however the Company hadentered into settlement deed with the relevant creditor and accordingly the petition withNCLT was withdrawn by creditor vide NCLT Settlement order dated 22nd July 2021 and theCompany has disclosed the required impact of pending litigations on its financial positionin its financial statements.

ii. The Company did not have any long term contracts including derivative contracts forwhich there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the InvestorEducation and Protection Fund by the Company.

"Annexure A" to Auditors Report

The Annexure referred to in Paragraph 1 of Report on other Legal and RegulatoryRequirements of the Auditors Report for the year ended 31 st March 2021.

As required by the Companies (Auditors Report) Order 2016 and according to theinformation and explanations given to us during the course of the audit and on the basisof such checks of the books and records as were considered appropriate we report that:

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

b) All the assets have been physically verified by the management in accordance with aphased programme of verification which in our opinion is reasonable considering the sizeand the nature of business. The frequency of verification is reasonable no discrepanciesnoticed on physical verification of fixed assets.

c) The Company does not own any Immovable property Accordingly paragraph 3(i)(c) of theorder is not applicable to the company.

(ii) a) As explained to us the company did not have any physical inventories duringthe year under consideration. Accordingly clause (ii) of paragraph 3 of the order is notapplicable to the company.

(iii) According to the information and explanation given to us the company has grantedUnsecured loans to Risa Universal Ltd covered in the register maintained under section189 of the companies Act 2013 in respect of which:

a) In our opinion the terms and conditions of the loans granted to the party in theregister maintained under section 189 of the Act was Prima facie prejudicial to theinterest of the company on account of the fact that the loans granted are Interest free.

b) According to the information and explanation given to us and based on the auditprocedures conducted by us we are of the opinion that there is no stipulation ofrepayment of principal and payment of interest.

In absence thereof we are unable to make comments on regularity of the repayment ofprincipal and the payment of the interest of such party.

(iv) In our opinion and according to the information and explanation given to us theCompany has neither advanced any loans to Directors/ Company in which the director isinterested and nor made any investments and given guarantees/provided security during theyear and Accordingly the provisions of section 185 & Section 186 of the Companies Act2013 does not apply to Company and hence not commented upon.

(v) In our opinion and according to the information and explanations given to us theCompany has not accepted deposits during the year and does not have any unclaimed depositsas at 31st March 2021 and the provision of the clause 3(v) of the order are not applicableto the company.

(vi) In our opinion and as per the information given to us the maintenance of costrecords specified by the Central Government section 148 (1) of the Companies Act 2013 isnot applicable to the Company and hence not commented upon.

(vii) a) The Company has generally been regular in depositing undisputed statutory duesincluding Provident Fund Employees State Insurance Income Tax Goods and Service TaxCustom Duty Excise Duty cess and any other material statutory dues applicable to it withthe appropriate authorities.

There were no undisputed amount payable in respect of provident fund Employee StateInsurance Income Tax Goods & Service Tax Sales Tax Service Tax Custom DutyExcise Duty Value Added Tax cess and any other material statutory dues in arrears asat 31st March 2021 for a period more than six month from the date they became payableexcept the following:

Name of the statue Nature of the Dues Amount (Rs.) Period to which amount Relates Due Date Date of Payment
Income Tax Act 1961 TDS Outstanding Demand 9250/- Prior Years Various Dates Unpaid till Date
Income Tax Act 1961 TDS Outstanding Demand 8640/- 2018-19 Various Dates Unpaid till Date
Income Tax Act 1961 TDS Outstanding Demand 6720/- 2019-20 Various Dates Unpaid

b) Details of dues of Income Tax which have not been deposited as on March 31 2021 onaccount of dispute are given below:

Name of the statue Nature of the Dues Amount (Rs.) Period to which amount Relates Forum Where Dispute is Pending
Income Tax Act 1961 Demand U/s 153A r.w.s 143(3) 235238/- A.Y. 2011-12 Commissioner of Income Tax (Appeals)
Income Tax Act 1961 Demand U/s 153A r.w.s 143(3) 945578/- A.Y. 2013-14 Commissioner of Income Tax (Appeals)
Income Tax Act 1961 Demand U/s 153A r.w.s 143(3) 3016361/- A.Y. 2014-15 Commissioner of Income Tax (Appeals)
Income Tax Act 1961 Demand U/s 153A r.w.s 143(3) 31289178/- A.Y. 2015-16 Commissioner of Income Tax (Appeals)
Income Tax Act 1961 Demand U/s 153A r.w.s 143(3) 13242684/- A.Y 2016-17 Commissioner of Income Tax (Appeals)
Income Tax Act 1961 Sec 143(3) 13335086/- A.Y. 2017-18 Commissioner of Income Tax (Appeals)

(viii) As per information and explanations given to us the Company has not taken anyloans or borrowings from financial institutions banks and government or has not issuedany debentures. Hence reporting under section clause 3 (viii) of the orders not applicableto the Company.

(ix) As per the information and explanations given to us the Company has not raisedany money by way of initial public offer or further public offer (including debtinstrument) and term loan during the year. Accordingly paragraph 3(ix) of the order isnot applicable to the company and hence not commented upon.

(x) To the best of our knowledge and according to the information and explanation givento us no material fraud on or by the Company has been noticed or reported during theyear.

(xi) According to the information and explanation given to us and based on ourexamination of the records of the Company the Company has paid / provided for managerialremuneration in accordance with requisite approvals mandated by the provisions of section197 read with Schedule Vto the Act.

(xii) In our opinion the Company is not a Nidhi Company. Accordingly provisions ofclause 3 (xii) of the Order is not applicable.

(xiii) According to the information and explanation given to us all transactionentered into by the Company with the related parties are in compliance with Sections 177and 188 of Act where applicable and the details have been disclosed in the financialStatements etc. as required by the applicable Indian Accounting Standards.

(xiv) The Company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year under review.Accordingly paragraph 3(xiv) of the Order is not applicable to the Company.

(xv) According to the information and explanation given to us the Company has notentered into any non-cash transactions with the directors or persons connected with himduring the year

(xvi) According to the information and explanation given to us the Company Is notrequired to be registered under section 45-IAof the Reserve Bankof India Act

Annexure "B" to the Independent Auditor's Report of even date on theStandalone Ind AS financial statements of RISA International Limited for the year ended 31st March 2021.

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 RISAInternational Limited ("the Company") as of 31st March 2021 in conjunction withour audit of the 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") 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 issued by ICAI. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols 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 included obtaining anunderstanding of internal financial controls over financial reporting assessing the riskthat a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgement including the assessment of the risks of materialmisstatement 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 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 2021 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 ICAI.

For AMS & Co.
Chartered Accountants
Firm Reg No. 130878W
Ashok Kumar Puri
Partner
MRN No. 128996
UDIN: 21128996AAAAJL6256
Place: Mumbai
Date: 2nd September 2021

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