The Members of RSC International Limited
Report on the Audit of the Standalone Ind AS Financial Statements
We have audited the accompanying financial statements of RSC International Limited ("theCompany") which comprise the Balance Sheet as at 31 March 2021 the Statement ofProfit and Loss (including Other Comprehensive Income) the Statement of Changes in Equityand the Statement of Cash Flows for the year then ended and notes to the financialstatements including a summary of the significant accounting policies and otherexplanatory information (hereinafter referred to as "the financial statements").
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 theCompanies Act 2013 ("the Act") in the manner so required and give a true andfair view in conformity with the Indian Accounting Standards prescribed under section 133of the Act read with the Companies (Indian Accounting Standards) Rules 2015 as amended("Ind AS") and other accounting principles generally accepted in India of thestate of affairs of the Company as at March 31 2021 its profit including othercomprehensive income its changes in equity and its cash flowsfor the year ended on thatdate.
Basis for Opinion
We conducted our audit of the financial statements in accordance with the Standards onAuditing (SAs) as specified under section 143(10) of the Act. Our responsibilities underthose Standards are further described in the Auditors Responsibilities for the Auditof the Financial 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 (ICAI) together with the ethical requirements that are relevant to our audit of thefinancial statements under the provisions of the Act and the Rules made thereunder and wehave fulfilled our other ethical responsibilities in accordance with these requirementsand the Code of Ethics. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our audit opinion on the financial statements.
Emphasis of Matters
We draw your attention to the following matters:
Note no. 3 of the audited financial statement valuation of the unquoted investment issubject to the valuation by independent valuer as per management explanation they areunder process to carrying out fair valuation from registered valuer these are shown onits cost.
Due to not availability of valuation report we are not able to comment on the Same.
Our opinion is not modified in respect of these matters.
Key Audit Matters
Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the financial statements of the current period. These matterswere addressed in the context of our audit of the financial statements as a whole and informing our opinion thereon and we do not provide a separate opinion on these matters.
As per perusal of books of Accounts and other record available with us andaccording to information and explanation given to us in our opinion there is nosignificant key audit matters to communicate members and other interested parties.
Information Other than the Financial Statements and Auditors Report Thereon
The Companys Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the BoardsReport including Annexures to Boards Report but does not include the financialstatements and our auditors report thereon. Our opinion on the financial statementsdoes not cover the other information and we do not express any form of assuranceconclusion thereon. In connection with our audit of the financial statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the financial statements or ourknowledge obtained during the course of our audit or otherwise appears to be materiallymisstated. If based on the work we have performed we conclude that there is a materialmisstatement of this other information; we are required to report that fact. We havenothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the FinancialStatements
The Companys Board of Directors is responsible for the matters stated in Section134(5) of the Act with respect to the preparation of these financial statements that givea true and fair view of the financial position financial performance (including othercomprehensive income) changes in equity and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards prescribed under Section 133 of the Act. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding the assets of the Company and for preventing and detecting frauds andother irregularities; 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 thefinancial statements the Board of Directors is responsible for assessing theCompanys ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless Board ofDirectors either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so. The Board of Directors is also responsible foroverseeing the Companys financial reporting process.
Auditors Responsibilities for the Audit of the Financial Statements:
Our objectives are to obtain reasonable assurance about whether the financialstatements as a whole are free from material misstatement whether due to fraud or errorand to issue an auditors report that includes our opinion. Reasonable assurance is ahigh level of assurance but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement when it exists. Misstatements can arisefrom fraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements. As part of an audit in accordance with SAs weexercise professional judgment and maintain professional skepticism throughout the audit.We also:
? Identify and assess the risks of material misstatement of the financial statementswhether due to fraud or error design and perform audit procedures responsive to thoserisks and obtain audit evidence that insufficient and appropriate to provide a basis forour opinion. The risk of not detecting a material misstatement resulting from fraud ishigher than for one resulting from error as fraud may involve collusion forgeryintentional omissions misrepresentations or the override of internal control.
? Obtain an understanding of internal financial controls relevant to the audit in orderto design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether thecompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls. ? Evaluate the appropriateness of accounting policies usedand the reasonableness of accounting estimates and related disclosures made by management.
? Conclude on the appropriateness of managements 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 theCompanys ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditors report to therelated disclosures in the financial statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditors report. However future events or conditions may cause theCompany to cease to continue as a going concern.
? Evaluate the overall presentation structure and content of the financial statementsincluding the disclosures and whether the financial statements represent the underlyingtransactions and events in a manner that achievesfair presentation.
? Materiality is the magnitude of misstatements in the financial statements thatindividually or in aggregate makes it probable that the economic decisions of a reasonablyknowledgeable user of the financial statements may be influenced. We consider quantitativemateriality and qualitative factors in
(i) planning the scope of our audit work and in evaluating the results of our work; and
(ii) to evaluate the effect of any identified misstatements in the financialstatements.
? We communicate with those charged with governance regarding among other matters theplanned scope and timing of the audit and significant audit findings including anysignificant deficiencies in internal control that we identify during our audit.
? We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.
? From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditors report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order 2016 ("theOrder") issued by the Central Government in terms of Section 143(11) of the Act wegive in "Annexure A" a statement on the matters specified in paragraphs 3and 4 of the Order.
2. As required by Section 143(3) of the Act based on our audit 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 thepurposes of our audit;
b) In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books;
c) The Balance Sheet the Statement of Profit and Loss (including Other ComprehensiveIncome) Statement of Changes in Equity and the Cash Flow Statement dealt with by thisReport are in agreement withthe books of account;
d) In our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read withRule 7 of the Companies(Accounts) Rules2014;
e) on the basis of written representations received from the directors as on 31 March2021 taken on record by the Board of Directors none of the directors is disqualified ason 31 March 2021 from being appointed as a director in terms of Section 164 (2) of theAct;
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"; and
g) With respect to the other matters to be included in the Auditors Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 as amended 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 34 to thefinancial statements;
(ii) The Company did not have any long-term contracts including derivative contractsfor which 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; and
(iv) The disclosures requirements relating to holdings as well as dealings in specifiedbank notes were applicable for the period from 8 November 2016 to 30 December 2016 whichare not relevant to these financial statements. Hence reporting under this clause is notapplicable.
3. With respect to the matter to be included in the Auditors Report in accordancewith the requirements of section 197(16) of the Act asamended: In our opinion andaccording to the information and explanations given to us the remuneration paid by theCompany to its directors during the year is in accordance with the provisions of section197 read with schedule V of the Act.
For DBS & Associates
Chartered Accountants FRN - 081627N
CA ROXY TENIWAL
Membership No. 141538
Place: Mumbai Date: May 01 2021
Annexure "A" to the Independent Auditors Report on the FinancialStatements of "R S C International limited" (Referred to in paragraph 2under Report on Other Legal and Regulatory Requirements section of our Reportof even date)
In terms of information and explanations given to us and the books and records examinedby us in the normal course of audit and to the best of our knowledge and belief we statethat:
i. The company does not have any fixed assets. Hence this clause is not applicableto the company.
ii. As explained by the management the inventories have not been physicallyverified at the close of the year by the management due to lockdown. In our opinion thefrequency of verification needs to be increased. However no material discrepancies asrepresented to us were noticed on verification of inventories during the year.
iii. The Company has during the year not granted any loans secured or unsecuredto companies firms limited liability partnership or other parties covered in theregister maintained under section 189 of the Act. Accordingly the provisions of clauses(a) (b) and (c) of paragraph 3 (iii) of the Order are not applicable;
iv. In our opinion and according to the information and explanations given to usthe Company has not granted any loans made any investments given any guarantee orprovided any security in connection with a loan during the year. Therefore the provisionsof section 185 and 186 of the Act have not been applicable to the Company;
v. According to the information and explanations given to us the Company has notaccepted any deposit from the public and hence the directives issued by the Reserve Bankof India and the provisions of sections 73 to 76 or any other relevant provisions of theAct and the Companies (Acceptance of Deposits) Rules 2015 with regard to the depositsaccepted from the public are not applicable;
vi. As informed to us the maintenance of Cost Records as specified by the CentralGovernment under sub-section (1) of Section 148 of the Act is not applicable.
vii. In respect of statutory dues:
a. According to the information and explanation given to us and records examined byus the company is regular in depositing undisputed statutory dues including providentfund employees' state insurance income-tax sales-tax service tax duty of customsduty of excise value added tax Cess and any other statutory dues to the appropriateauthorities. According to the information and explanation given to us there were noundisputed amounts payable in respect of Income Tax and any other statutory duesoutstanding as on 31st March 2021 for a period more than six months from the date theybecame payable.
b. according to the information the dues in respect of income tax sales taxservice tax goods and services tax w.e.f. 1 July 2017 duty of custom duty of excisevalue added tax that have not been deposited on account of any dispute with theappropriate authorities where the disputes are pending are as under:
|Name of the Statute ||Particulars ||Amount |
|Reserve Bank of India ||Penalty for company has failed to realise the export proceeds of foreign currency equivalent to Rs. 4590235/- with in stipulated time limit fixed by RBI and for which company is in appeal and has filed its response ||2130000 |
|Ministry of corporate Affairs ||Penalty for company has failed to appoint Company secretary as per companies Act 2013 and for which company is in appeal and has filed its response ||500000 |
viii. on the basis of selective checks carried out during the course of audit weare of the opinion that the Company has not defaulted in the repayment of loans orborrowing to banks There had been no dues payable to financial institution Government ordebenture holders;
ix. according to the representation made and to the best of our knowledge andbelief the company has not raised moneys by way of initial public offer or further publicoffer including debt instruments and term loans during the year.
x. In our opinion and according to the information and explanations given to us nomaterial fraud by the Company or on the Company by its officers or employees has beennoticed or reported during the year.
xi. according to the information and explanations given to us the managerialremuneration has been paid or provided in accordance with the requisite approvals mandatedby the provisions of section 197 read with schedule V to the Act;
xii. In our opinion the Company is not a Nidhi Company. Therefore the provisionsof clause 3 (xii) of the Order are not applicable to the Company;
xiii. In our opinion and according to the information and explanations given to usthe Companys transactions with its related party are in compliance with Sections 177and 188 of the Companies Act 2013 where applicable and details of related partytransactions have been disclosed in the financial statements etc. as required by theapplicable accounting standards.
xiv. During the year the Company has not made preferential allotment/privateplacement of equity shares and the requirement of Section 42 of the Companies Act 2013have been complied with and the amount raised have been used for the purposes for whichthe funds were raised.
xv. The company has not entered into any non-cash transaction with the director orany person concerned with him. Hence this clause is not applicable. xvi. In ouropinion and according to information and explanations provided to us the Company is notrequired to be registered under section 45-IA of the Reserve Bank of India Act 1934.
In terms of our report of even date attached.
For D B S & Associates Chartered Accountants FRN 081627N
CA ROXY TENIWAL (Partner) MRN: 141538
Date: 01/05/2021 Place: Mumbai
Annexure "B" to the Independent Auditors Report on the FinancialStatements "R S C International limited"
(Referred to in paragraph 1 (f) under Report on Other Legal and RegulatoryRequirements of our report of even date)
REPORT ON THE INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING UNDER CLAUSE (i) OFSUBSECTION 3 OF SECTION 143 OF THE
COMPANIES ACT 2013 ("THE ACT")
We have audited the internal financial controls over financial reporting of R S CInternational limited ("the listed Company") as of March 31 2021 in conjunctionwith our audit of the financial statements of the Company for the year ended on that date.
MANAGEMENTS RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS
The Companys 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 Reporting (the"Guidance Note") issued by the Institute of Chartered Accountants of India.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 Companys policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Companies Act 2013.
Our responsibility is to express an opinion on the Companys internal financialcontrols over financial reporting based on our audit. We conducted our audit in accordancewith the Guidance Note and the Standards on Auditing prescribed under Section 143(10) ofthe Companies Act 2013 to the extent applicable to an audit of internal financialcontrols. 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 auditors 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 Companys internal financial controlssystem over financial reporting.
MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING
A companys internal financial control over financial reporting is a processdesigned to provide reasonable assurance regarding the reliability of financial reportingand the preparation of financial statements for external purposes in accordance withgenerally accepted accounting principles. A companys internal financial control overfinancial reporting includes those policies and procedures that
(1) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and payments of the company are being made only inaccordance with authorizations of management and directors of the company; and
(3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the companys assets that could havea 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.
In our opinion to the best of our information and according to the explanations givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 31 2021 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note.
In terms of our report of even date attached.
For D B S & Associates
Chartered Accountants FRN 081627N
CA ROXY TENIWAL (Partner) MRN: 141538
UDIN: 21141538AAAAAR8443 Date: 01/05/2021 Place: Mumbai