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S P Apparels Ltd.

BSE: 540048 Sector: Industrials
NSE: SPAL ISIN Code: INE212I01016
BSE 00:00 | 05 Dec 397.35 1.25
(0.32%)
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384.50

HIGH

399.55

LOW

384.50

NSE 00:00 | 05 Dec 396.65 1.10
(0.28%)
OPEN

396.00

HIGH

400.90

LOW

395.55

OPEN 384.50
PREVIOUS CLOSE 396.10
VOLUME 1444
52-Week high 530.00
52-Week low 308.95
P/E 10.03
Mkt Cap.(Rs cr) 1,021
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 384.50
CLOSE 396.10
VOLUME 1444
52-Week high 530.00
52-Week low 308.95
P/E 10.03
Mkt Cap.(Rs cr) 1,021
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

S P Apparels Ltd. (SPAL) - Auditors Report

Company auditors report

To the Members of S.P.Apparels Limited

Report on the Audit of the Standalone Ind AS Financial Statements Opinion

We have audited the accompanying standalone financial statements of S.P.ApparelsLimited (the "Company") which comprise the standalone balance sheet as at March31 2022 and the standalone statement of profit and loss (including other comprehensiveincome) and the standalone statement of changes in equity and the standalone statement ofcash flows for the year then ended and notes to the standalone financial statementsincluding a summary of significant 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 standalone financial statements give the information requiredby the Companies Act 2013 (the "Act") in the manner so required and give a trueand fair view in conformity with the accounting principles generally accepted in India ofthe state of affairs of the Company as at March 31 2022 and its profit and othercomprehensive income changes in equity and its cash flows for the year ended on thatdate.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Act. Our responsibilities under those Standards are furtherdescribed in the Auditor's Responsibilities for the Audit of the standalone FinancialStatements section of our report. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants of India together with theethical requirements that are relevant to our audit of the standalone financial statementsunder the provisions of the Act and the Rules thereunder and we have fulfilled our otherethical responsibilities in accordance with these requirements and the Code of Ethics. Webelieve that the audit evidence we have obtained is sufficient and appropriate to providea basis for our opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone 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 the matters described below to bethe key audit matters to be communicated in our report.

Sr No Key Audit Matter Auditor's Response
1. Revenue Recognition We have performed the following procedures:
The Company's revenue is derived primarily from sale of goods (Exports of Garments). Revenue from sale of goods is recognised when control of the products being sold is transferred to the customer and there are no longer any unfulfilled performance obligations as per the terms agreed with the customer by the Company. • Assessed the appropriateness of accounting policies of the company with relevant accounting standards.
• Evaluated the design implementation and tested the operating effectiveness of the internal controls in relation to timing of revenue recognition.
• We performed detailed transaction testing by selecting samples of revenue transactions recorded during the year and around the year end date.
• We assessed fulfilment of performance obligations during the year by verifying the underlying documents. These documents included contract specifying terms of sale invoices evidence of delivery FCR's (customer acceptances) shipping documents and subsequent receipts.
2. Inventories • Assessed the appropriateness of accounting policies of the company with relevant accounting standards.
The total value of inventory as of March 31 2022 amounted to INR 2958.95 Million. representing 30% of the total assets.
We considered this as a Key Audit Matter con- sidering the significance of the balance and the valuation involved. • Evaluated the design implementation and tested the operating effectiveness of the Key internal controls over the val- uation of inventories being considered by the management.
• Observed the physical verification of inventories on a sample basis across locations.
• Verified the valuation of Raw materials WIP and Finished Goods on sample basis and ensured the valuation is appropriate and in line with the accounting policies/generally accepted accounting principles.

Other Information

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 Business Responsibility ReportCorporate Governance and Shareholder's Information but does not include the consolidatedfinancial statements standalone financial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other informationand we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements our responsibilityis to read the other information and in doing so consider whether the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained in the audit or otherwise appears to be materially misstated. If based on thework we have 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 Act with respect to the preparation of these standalone financial statementsthat give a true and fair view of the financial position financial performance includingother comprehensive income changes in equity and cash flows of the Company in accordancewith the accounting principles generally accepted in India including the IndianAccounting Standards (Ind AS) specified under section 133 of the Act. This responsibilityalso includes maintenance of adequate accounting records in accordance with the provisionsof the Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and designimplementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the standalone financialstatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the standalone financial statements the management and the Board ofDirectors are responsible for assessing the Company's ability to continue as a goingconcern disclosing as applicable matters related to going concern and using the goingconcern basis of accounting unless the Board of Directors either intends to liquidate theCompany or to cease operations or has no realistic alternative but to do so.

The 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 standalonefinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under Section 143(3)

(i) of the Act we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls with reference to standalone financialstatements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of the management and Board of Directors use ofthe going concern basis of accounting and based on the audit evidence obtained whether amaterial uncertainty exists related to events or conditions that may cast significantdoubt on the Company's ability to continue as a going concern. If we conclude that amaterial uncertainty exists we are required to draw attention in our auditor's report tothe related disclosures in the standalone financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However future events or conditions maycause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of the standalonefinancial statements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.

• Materiality is the magnitude of misstatement in the financial Statements thatindividually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our auditwork and in evaluating the results of our work; and

(ii) to evaluate the effect of any identified misstatement in the financial statements.

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

We also provide those charged with governance with a statement that we have compliedwith relevant ethical requirements regarding independence and to communicate with themall relationships and other matters that may reasonably be thought to bear on ourindependence and where applicable related safeguards.

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the standalone financial statementsof the current period and are therefore the key audit matters. We describe these mattersin our auditor's 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 (Auditor's Report) Order 2020 ("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" a statement on the matters specified inparagraphs 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 and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit;

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

(c) The standalone balance sheet the standalone statement of profit and loss(including other comprehensive income) the standalone statement of changes in equity andthe standalone statement of cash flows dealt with by this Report are in agreement with thebooks of account;

(d) In our opinion the aforesaid standalone financial statements comply with the IndAS specified under Section 133 of the Act;

(e) On the basis of the written representations received from the directors as on March31 2022 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2022 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". Our report expresses an unmodified opinion onthe adequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting.

(g) With respect to the matter to be included in the Auditor's Report under Section197(16) of the Act in our opinion according to the information and explanation give tous the remuneration paid by the Company to its directors during the year is in accordancewith the provisions of section 197 read with Schedule V of the Act and

(h) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations as at March 31 2022 onits standalone financial statements Refer Note No. 3.11 to the standalone financialstatements.

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.

iv. (a) The management has represented that to the best of its knowledge and beliefno funds have been advanced or loaned or invested (either from borrowed funds or sharepremium or any other sources or kind of funds) by the Company to or in any other personsor entities including foreign entities ("Intermediaries") with theunderstanding whether recorded in writing or otherwise that the Intermediary shalldirectly or indirectly lend or invest in other persons or entities identified in anymanner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Company orprovide any guarantee security or the like on behalf of the Ultimate Beneficiaries.

(b) The management has represented that to the best of it's knowledge and belief nofunds have been received by the Company from any persons or entities including foreignentities ("Funding Parties") with the understanding whether recorded inwriting or otherwise that the company shall directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of theFunding Party ("Ultimate Beneficiaries") or provide any guarantee security orthe like on behalf of the Ultimate Beneficiaries.

(c) Based on audit procedures that have been considered reasonable and appropriate inthe circumstances nothing has come to our notice that has caused us to believe that therepresentations under sub-clause (i) and (ii) of Rule 11(e) contain any materialmis-statement.

v. The dividend proposed in the previous year declared and paid by the Company duringthe year is in accordance with Section 123 of the Act as applicable.

For ASA & Associates LLP
Chartered Accountants
Firm Registration No: 009571N/N500006
D K Giridharan
Partner
Place : Avinashi Membership No: 028738
Date : May 20 2022 UDIN: 22028738AJIKYS9215

ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT

Annexure- A referred to in paragraph 1 under ‘Report on

Other Legal and Regulatory Requirements' of our report of even date

(i)(a)(A) According to the information and explanations given to us and auditprocedures performed by us the Company has maintained proper records showing fullparticulars including quantitative details and situation of Property Plant andEquipment.

(i)(a)(B) According to the information and explanations given to us and auditprocedures performed by us the Company has maintained proper records showing fullparticulars of intangible assets.

(i)(b)The property plant and equipment were physically verified during the year by themanagement in accordance with a regular programme of verification which in our opinionprovides for physical verification of all the property plant and equipment at reasonableintervals. According to the information and explanations given to us no materialdiscrepancies were noticed on such verification.

(i)(c)According to information and explanations given to us and audit proceduresperformed by us the title deeds of all of the immovable properties (other than propertieswhere the company is the lessee and the lease agreements are duly executed in favour ofthe lessee) disclosed in the financial statements are held in the name of the Company.

(i)(d)According to information and explanations given to us and audit proceduresperformed by us the Company has not revalued its Property Plant and Equipment (includingRight of Use assets) or intangible assets during the year.

(i) (e)According to information and explanations given to

us and audit procedures performed by us there are no proceedings initiated or arepending against the Company for holding any benami property under the Benami Transactions(Prohibition) Act 1988 (45 of 1988) and rules made thereunder.

(ii) (a)The inventory has been physically verified by the

management during the year. In our opinion the frequency of such verification isreasonable and procedures and coverage as followed by management were appropriate.According to information and explanations given to us and audit procedures performed byus no discrepancies were noticed on verification between the physical stocks and bookrecords that were more than 10% in the aggregate of each class of inventory.

(ii)(b)The Company has been sanctioned working capital limits in excess of five crorerupees in aggregate from banks or financial institutions on the basis of security ofcurrent assets. According to information and explanations given to us and on the basis ofour examination of the records of the Company the quarterly returns or statements filedby the Company with such banks or financial institutions are in agreement with the booksof account of the Company.

(iii)(a)According to the information and explanations given to us and on the basis ofour examination of the records of the Company the Company has not made any investmentsprovided any guarantee or security or granted any advances in the nature of loans securedor unsecured to companies firms Limited Liability partnerships or any other partiesduring the year. The Company has granted loan to one of the wholly owned subsidiariesduring the year as stated in sub-clause(i) below. The Company has not granted any loanssecured or unsecured to firms limited liability partnerships or any other parties duringthe year.

(i) Based on the audit procedures carried on by us and as per the information andexplanations given to us the Company has granted loan of INR 25.59 Million to one of thewholly owned subsidiary and the aggregate balance outstanding as at the balance sheet date- March 31 2022 is INR 46.06 Million.

(iii)(b)According to the information and explanations given to us and audit proceduresperformed by us we are of the opinion that the terms and conditions of the grant of allloans provided during the year are prima facie not prejudicial to the Company'sinterest.

(iii)(c) According to the information and explanations given to us and on the basis ofour examination of the records of the Company in respect of loans given by the Companythe repayment of principal and payment of interest has been stipulated and the repaymentsor receipts of principal amount and interest have been regular.

(iii)(d) According to the information and explanations given to us and audit proceduresperformed by us there is no overdue amounts in respect of the loans given by the Company.

(iii)(e) According to the information and explanations given to us and on the basis ofour examination of the records of the Company there is no loan falling due during theyear which has been renewed or extended or fresh loans granted to settle the overdue ofexisting loans given to the same parties.

(iii)(f) According to the information and explanations given to us and on the basis ofour examination of the records of the Company the Company has not granted any loanseither repayable on demand or without specifying any terms or period of repayment.

(iv) According to information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not provided any guarantee orsecurity as specified under Sections 185 and 186 of the Act. In respect of loans given bythe Company in our opinion the provisions of Section 185 and 186 of the Companies Act2013 have been compiled with.

(v) The Company has not accepted any deposits or amounts which are deemed to bedeposits from the public. Accordingly reporting under clause 3(v) of the Order is notapplicable.

(vi) We have broadly reviewed the books of account maintained by the Company pursuantto the rules made by the Central Government for the maintenance of cost records undersection 148(1) of the Companies Act 2013 in respect of its manufactured goods and/ orservices provided by it and are of the opinion that prima facie the specified accountsand records have been made and maintained. We have not however made a detailedexamination of the records with a view to determine whether they are accurate or complete.

(vii) (a) The Company does not have liability in respect of service tax Duty ofexcise Sales tax and Value added tax during the year since effective 1 July 2017 thesestatutory dues have been subsumed unto Goods and Services Tax.

According to the information provided and explanations given to us and based on ourexamination of the records of the Company the Company is generally regular in depositingwith appropriate authorities undisputed statutory dues including Goods and Services Taxprovident fund employees' state insurance income- tax duty of customs duty of excisevalue added tax cess and other material statutory dues applicable to it.

According to the information provided and explanations given to us and based on ourexamination of the records of the Company there are no undisputed amount payable inrespect of Goods and Services Tax Provident Fund Employees' State Insurance Income-TaxDuty of Customs Cess and other material statutory dues existing as on the last day ofthe financial year which is outstanding for more than six months from the day thesebecomes payable.

(vii)(b)According to the information provided and explanations given to us there areno statutory dues relating to Goods and Services Tax provident fund employees' stateinsurance income-tax sales-tax service tax duty of customs duty of excise valueadded tax cess or other statutory dues which have not been deposited with theappropriate authorities on account of any dispute.

(viii) According to the information provided and explanations given to us and on thebasis of our examination of the records of the Company the Company has not surrendered ordisclosed any transactions previously unrecorded as income in the books of account inthe tax assessment under the Income Tax Act 1961 as income during the year andaccordingly reporting under clause 3(viii) of the Order is not applicable.

(ix) (a) According to the information and explanations given to

us and audit procedures performed by us the Company has not defaulted in repayment ofloans and borrowings or in the payment of interest thereon to the lenders during the year.

(ix)(b) According to the information and explanations given to us the Company has notbeen declared wilful defaulter by any bank or financial institution or government or anygovernment authority.

(ix)(c) According to the information and explanations given to us and audit proceduresperformed by us term loans were applied for the purposes for which they were obtained.

(ix)(d) According to the information and explanations given to us and on an overallexamination of the financial statements of the Company we report that no funds raised onshort-term basis have been used for long-term purposes by the Company.

(ix)(e) According to the information and explanations given to us and on an overallexamination of the financial statements of the Company we report that the Company has nottaken any funds from any entity or person on account of or to meet the obligations of itssubsidiaries associates or joint ventures as defined under Companies Act 2013.

(ix) (f) According to the information and explanations given

to us and procedures performed by us we report that the Company has not raised loansduring the year on the pledge of securities held in its subsidiaries joint ventures orassociate companies as defined under the Companies Act 2013.

(x) (a) The Company has not raised any moneys by way of initial public offer or furtherpublic offer (including debt instruments) during the year. Accordingly reporting underclause 3(x)(a) of the Order is not applicable.

(x)(b) According to the information provided and explanations given to us and on thebasis of our examination of the records of the Company the Company has not made anypreferential allotment or private placement of shares or convertible debentures (fullypartially or optionally convertible) during the year. Accordingly reporting under clause3(x)(b) of the Order is not applicable.

(xi)(a) According to the information and explanations given by the management and basedupon the audit procedures performed for the purpose of reporting the true and fair view ofthe financial statements we report that no fraud by the Company or any fraud on theCompany has been noticed or reported during the year.

(xi)(b) According to the information and explanations given to us no report undersub-section (12) of section 143 of the Companies Act 2013 has been filed by the auditorsin Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules 2014with the Central Government.

(xi) (c) As represented to us by the management there are no whistle blower complaintsreceived by the Company during the year.

(xii) According to the information and explanation given to us the Company is not aNidhi Company. Accordingly reporting under clause 3(xii) of the Order is not applicable.

(xiii) In our opinion and according to the information and explanations given to usthe transactions entered with the related parties are in compliance with sections 177 and188 of Companies Act 2013 where applicable and details have been disclosed in thefinancial statements as required by the applicable accounting standards/ Indian accountingstandards.

(xiv) (a)According to the information and explanations given to us and audit proceduresperformed by us in our opinion the Company has an internal audit system commensuratewith the size and nature of its business

(xiv) (b) We have considered the internal audit reports of the Company issued tilldate for the period under audit.

(xv) According to the information and explanations given to us in our opinion theCompany has not entered into any non-cash transactions with its directors or personsconnected with its directors and hence provisions of section 192 of the Companies Act2013 are not applicable to the Company.

(xvi) (a) According to the information and explanations given to us the Company is notrequired to be registered under section 45-IA of the Reserve Bank of India Act 1934.

(xvi)(b). According to the information and explanations given to us the Company hasnot conducted any Non-Banking Financial or Housing Finance activities.

(xvi)(c). The Company is not Core Investment Company (CIC) as defined in theregulations made by the Reserve Bank of India. Accordingly reporting under clause3(xvi)(c) and (d) of the Order are not applicable.

(xvii) According to the information and explanations given to us and on an overallexamination of the financial statements of the Company the Company has not incurred cashlosses in the financial year and in the immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors during the year andaccordingly reporting under clause 3(xviii) of the Order is not applicable.

(xix) According to the information and explanations given to us and on the basis of thefinancial ratios ageing and expected dates of realization of financial assets and paymentof financial liabilities other information accompanying the financial statements ourknowledge of the Board of Directors and management plans and based on our examination ofthe evidence supporting the assumptions nothing has come to our attention which causesus to believe that any material uncertainty exists as on the date of the audit reportthat the Company is not capable of meeting its liabilities existing at the date of balancesheet as and when they fall due within a period of one year from the balance sheet date.We however state that this is not an assurance as to the future viability of theCompany. We further state that our reporting is based on the information and explanationas made available to us by the management of the Company up to the date of the auditreport and we neither give any guarantee nor any assurance that all liabilities fallingdue within a period of one year from the balance sheet date will get discharged by theCompany as and when they fall due.

(xx) In our opinion and according to the information and explanation given to us thereis no unspent amount under sub-section (5) of Section 135 of the Companies Act 2013pursuant to any project. Accordingly reporting under clause 3(xx)(a) and (b) of the Orderare not applicable.

Place : Avinashi
Date : May 20 2022
For ASA & Associates LLP
Chartered Accountants
Firm Registration No: 009571N/N500006
D K Giridharan
Partner
Membership No: 028738
UDIN: 22028738AJIKYS9215

ANNEXURE B TO THE INDEPENDENT AUDITOR'S REPORT

Report on the Internal Financial Controls under Clause

(i) of Sub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting ofS.P.Apparels Limited (the "Company") as of March 31 2022 in conjunction withour audit 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 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.

Auditor's 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 judgment including the assessment of the risks ofmaterial misstatement of the standalone financial statements whether due to fraud orerror.

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 standalone financial statements for external purposes in accordance withgenerally 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 reasonable detail accurately and fairly reflect thetransactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of standalonefinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorizations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorized acquisition use ordisposition of the company's assets that could have a material effect on the standalonefinancial 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 of controls material misstatements due toerror or fraud may occur and not be detected. Also projections of any evaluation of theinternal financial controls over financial reporting to future periods are subject to therisk that the internal financial control over financial reporting may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures 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 ASA & Associates LLP
Chartered Accountants
Firm Registration No: 009571N/N500006
D K Giridharan
Place : Avinashi Partner
Membership No: 028738
Date : May 20 2022 UDIN: 22028738AJIKYS9215

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