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Salasar Techno Engineering Ltd.

BSE: 540642 Sector: Metals & Mining
NSE: SALASAR ISIN Code: INE170V01019
BSE 00:00 | 20 May 248.65 9.90
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NSE 00:00 | 20 May 249.70
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OPEN 241.40
PREVIOUS CLOSE 238.75
VOLUME 3642
52-Week high 370.75
52-Week low 202.00
P/E 21.14
Mkt Cap.(Rs cr) 710
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 241.40
CLOSE 238.75
VOLUME 3642
52-Week high 370.75
52-Week low 202.00
P/E 21.14
Mkt Cap.(Rs cr) 710
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Salasar Techno Engineering Ltd. (SALASAR) - Auditors Report

Company auditors report

To

The Members of

SALASAR TECHNO ENGINEERING LIMITED Report on the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of SALASAR TECHNO ENGINEERINGLIMITED ("the Company") which comprise the balance sheet as at March 31 2021and the statement of Profit and Loss statement of changes in equity and statement of cashflows for the year then ended and notes to the standalone financial statements includinga 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 Act in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India of the state of affairs of the Companyas at March 31 2021 and profits total comprehensive income changes in equity and itscash 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 theStandalone Financial Statements section of our report. We are independent of the Companyin accordance 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 Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion on thestandalone financial statements.

Emphasis of Matter

We draw your attention to Note 1(B)(v) to the standalone financial statements whichexplains the management's assessment of the financial impact due to the lock-downs andother restrictions and conditions related to the COVID -19 pandemic situation. As per themanagement's current assessment there is no significant impact on carrying amounts ofinventories tangible assets trade receivables investments and other financial assets isexpected and management continue to monitor changes in future economic conditions. Ouropinion is not modified in 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. We have determined the matters described below to bethe key audit matters to be communicated in our report.

Key Audit Matter Auditor's Response
1. Recognition of contract revenue margin and related receivables
The Company enters into Engineering Procurement and Our procedures included the following:
Construction (EPC) contracts which are complex in nature and span over a number of reporting periods. The accounting standard requires an entity to select a single measurement method for the relevant performance obligation that depicts the entity's performance in transferring goods or services or if a contract is onerous present obligations are recognized and measured as provisions. • We selected a sample of contracts to test using a risk based criteria which included individual contracts with:
- significant revenue recognised during the year;
- significant unbilled work in progress (WIP) balances held at the year end; or
- low profit margins.
The Company is recognizing contract revenue and margin for these contracts based on input method in accordance with the requirement of the standard which relies on management's estimates of the final outcome of each contract and involves the exercise of significant management judgment particularly in forecasting the cost to complete a contract in valuing contract variations claims and liquidated damages. We identified contract accounting as a key audit matter because the estimation of the total revenue and total cost to complete the contract prepared based on the prevailing circumstances is inherently subjective complex and require significant management judgment and forecast of contract revenue and/or contract cost may get subsequently changed due to change in prevailing circumstances assumptions contract variations or any other factor and could result in material variance in the revenue and profit or loss from contract for the reporting period. • Obtained an understanding of management's process for reviewing long term contracts the risk associated with the contract and any key judgments.
• Evaluating the design and implementation of key internal controls over the contract revenue and cost estimation process through the combination of procedures involving inquiry and observations re- performance and inspection of evidence in respect of operations of these controls.
• Verified underlying documents such as original contract and its amendments if any key contract terms and milestones etc. for verifying the estimation of contract revenue and costs and /or any change in such estimation.
• Evaluating the outturn of previous estimates and agreeing the actual cost after the year end to the forecasted costs for the period.
• Evaluating the status of each of the material trade receivables past due as at year end the Company's on-going business relationship with customer and past payment history of the customers through discussion with management.
2. Related Party Transactions
The Company has entered into several transactions with related parties during the year 2020-21.We identified related party transactions as a key audit matter because of risks with respect to completeness of disclosures made in the consolidated financial statements including recoverability thereof; compliance with statutory regulations governing relate party relationships such as the Companies Act2013 and SEBI Regulations and the judgement involved in assessing whether transactions with related parties are undertaken at arms' length. Refer Note 38 to the financial statements. Our audit procedures on related party transactions included:
• Assessed the key controls to identify and disclose related party relationships and transactions in accordance with the relevant accounting standard.
• Assessed compliances with the listing regulations and the regulations under Companies Act2013 including checking of approvals/scrutiny as specified in Sections 177 and 188 of the Companies Act2013 with respect to the related party transactions.
• Considered the adequacy and appropriateness of the disclosures in the consolidated financial statements including recoverability thereof relating to the related party transactions.
• Inspected relevant ledgers agreements and other information that may indicate the existence of related party relationships or transactions. Further we also tested completeness of related parties with reference to the various registers maintained by the company statutorily.
• On a sample basis tested Company's assessment of related party transactions for arms' length pricing.
3. Provisions and contingent liabilities in relation to tax positions
Company has received outstanding demands and show cause notices from various tax authorities. Wehaveinvolvedourtaxexpertstogainanunderstanding of the current status of the tax cases and monitored changes in the disputes by reading external opinions
The Management have made judgements relating to the likelihood of an obligation arising and whether there is a need to recognize a provision or disclose a contingent liability. We therefore focused on this area as a result of uncertainty and potential material impact. Refer Note 39 to the financial statements. received by the company if any where relevant to establish that the tax provisions had been appropriately adjusted to reflect the latest external developments.
For Legal regulatory and tax matters our procedures included the following:
• Testing key controls surrounding litigation regulatory and tax procedures.
• Performing substantive procedures on the underlying calculations supporting the provisions recorded.
• Where relevant reading external legal opinions obtained by the management
• Discussing open matters with the litigation regulator general counsel and tax teams
• Assessing management's conclusions through understanding precedents set in similar cases. Based on the evidence obtained while noting the inherent uncertainty with such legal regulatory and tax matters we determined the level of provisioning and disclosure of contingent liabilities as at March 312021 to be appropriate.

Information other than the Financial Statements and Auditor's Report thereon

The Company's Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board's Report including Annexures to Board's Report BusinessResponsibility Report Corporate Governance and Shareholder's Information but does notinclude the standalone financial statements and our auditor's report thereon which isexpected to be made available to us after that date.

Our opinion on the standalone financial statements does not cover the other informationand we will 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 identified above when it becomes available and in doingso consider whether the other information is materially inconsistent with the standalonefinancial statements or our knowledge obtained in the audit or otherwise appears to bematerially misstated.

When we read the other information and if we conclude that there is a materialmisstatement therein we will communicate the matter to those charged with governance andtake necessary action as per applicable laws and regulations.

Management's Responsibility for the Standalone Financial 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 changes in equity and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theaccounting Standards specified under section 133 of the Act.

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 implementation and maintenance of 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 standalone financial statement that give a true andfair view and are free from material misstatement whether due to fraud or error. Inpreparing the standalone financial statements management is responsible for assessing theCompany's ability to continue as a going concern disclosing as applicable mattersrelated to going concern and using the going concern basis of accounting unless managementeither intends to liquidate the Company or to cease operations or has no realisticalternative but to do so. That Board of Directors' are also responsible for overseeing theCompany's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Statements

(a) 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.

(b) As part of an audit in accordance with SAs we exercise professional judgement 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 financial controls relevant to the audit inorder to 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 financial controls 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 standalone financial statements or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor's report. However future events or conditions may cause the company to cease tocontinue 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.

(c) Materiality is the magnitude of misstatements in the standalone financialstatements that individually or in aggregate makes it probable that the economicdecisions of a reasonable knowledgeable under of the standalone financial statements maybe influences. We consider quantitative materiality 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 standalone financialstatements.

(d) 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.

(e) We also provide those charged with governance with a statement that we havecomplied with relevant ethical requirements regarding independence and to communicatewith them all relationships and other matters that may reasonably be thought to bear onour independence and where applicable related safeguards.

(f) From the matters communicated with those charged with governance we determinethose matters that were of most significance in the audit of the standalone financialstatements of the current period and are therefore the key audit matters. We describethese matters in our auditor's report unless law or regulation precludes public disclosureabout the matter or when in extremely rare circumstances we determine that a mattershould not be communicated in our report because the adverse consequences of doing sowould be reasonably be expected to outweigh the public interest benefits of suchcommunication.

Report on Other Legal and Regulatory Requirements

1. 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 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 Statement of Changes in Equity and the statement ofCash Flow 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 2021 taken on record by the Board of Directors none of thedirectors is disqualified as on 31st March 2021 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". g) With respectto the other matters to be included in the Auditor's Report in accordance with therequirements of section 197(16) of the Act as amended: In our opinion and to the best ofour information and according to the explanations given to us the remuneration paid bythe Company to its directors during the year is in accordance with the provisions ofsection 197 of the Act. h) With respect to the other matters to be included in theAuditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules2014 in our opinion and to the best of our information and according to the explanationsgiven to us: i. The Company has disclosed the impact of pending litigations on itsfinancial position in its standalone financial statements. ii. The Company is not requiredto make any provision as required under the applicable law or accounting standards formaterial foreseeable losses on long-term contracts including derivative contracts. iii.The Company is not required to transfer any amount to the Investor Education andProtection Fund.

For ARUN NARESH & COMPANY
Chartered Accountants
ICAI Firm Registration Number: 007127N
Place: Ghaziabad (U.P) Arun Kumar Jain
Date: June 01 2021 Partner
UDIN – 21084598AAAACQ9862 Membership Number: 084598

ANNEXURE ‘A' TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' section of our report to the Members of SALASAR TECHNO ENGINEERING LIMITEDof even date) i. (a) The company is maintaining proper records showing fullparticulars including quantitative details and situation of fixed assets.

(b) The company has a program of verification to cover all the items of fixed assets ina phased manner which in our opinion is reasonable having regard to the size of theCompany and the nature of its assets. Pursuant to the programme certain fixed assets havebeen physically verified by the management during the year and no material discrepancieswere noticed on such physical verification.

(c) The title deeds of immovable properties as disclosed in Note 2 on fixed assets tothe standalone financial statements are held in the name of the Company. ii. According tothe information available to us that physical verification of inventory has been conductedat reasonable intervals by the management and no material discrepancies is noticed onphysical verification between the physical stocks and the book records. iii. The Companyhas not granted any loan secured or unsecured to companies firms Limited LiabilityPartnerships or any other party covered in register maintained under section 189 of theCompanies Act 2013. Therefore requirement of clause iii(a) to iii(c) of Paragraph 3 ofthe Companies (Auditor's Report) Order 2016 are not applicable to the Company. iv. In ouropinion and according to the information and explanations given to us the Company hascomplied with the provisions of Section 185 and 186 of the Companies Act 2013 in respectof the loans and investments made and guarantees and security provided by it. v. TheCompany has not accepted any deposits from the public within the meaning of Sections 7374 75 and 76 of the Act and the Rules framed there under to the extent notified. vi.Pursuant to the rules made by the Central Government of India the company is required tomaintain cost records as specified under Section 148(1) of the Act in respect of itsproducts. We have broadly reviewed the same and are of the opinion that prima facie theprescribed accounts and records have been made and maintained. We have not made a detailedexamination of the records with a view to determine whether they are accurate or complete.vii. (a) The Company has generally been regular in depositing undisputed statutory duesincluding Provident Fund Employees' State Insurance Income-tax Sales Tax Service TaxGoods and Service Tax Customs Duty Excise Duty Value Added Tax Cess and other materialstatutory dues applicable to it to the appropriate authorities. (b) There were noundisputed amounts payable in respect of Provident Fund Employees' State InsuranceIncome-tax Sales Tax Service Tax Customs Duty Excise Duty Value Added Tax Goods andService Tax cess and other material statutory dues in arrears as at March 31 2021 for aperiod of more than six months from the date they became payable.

(c) The particulars of dues of GST as at March 31 2021 which have not been depositedon account of dispute are as follows:

Nature of Statute Nature of Dues Forum where the dispute is pending Period to which the Amount Relates Amount (Rs in lakh)
SGST for the FY 2020-21 (Petition is pending with Appellate Authority SGST Ghaziabad) GST Additional Commissioner (Appeals) Ghaziabad Financial Year 2020-21 3.78
UPGST Act 2017/CGST Act 2017 Section 129 (3) and IGST Act 2017 Section -20. GST High Court of Allahabad Financial Year 2019-20 4.34

viii. According to the records of the Company examined by us and the information andexplanation given to us the company has not defaulted in repayment of loans or borrowingsto any bank. Further the company has not obtained any loan or borrowing from governmentor financial institution. ix. In our opinion and according to the information andexplanations given to us the Company has not raised any moneys by way of initial publicoffer or further public offer (including debt instruments).In our opinion and according tothe information and explanations given to us money raised by way of term loans have beenapplied by the company during the year for the purposes for which they were raised. x.During the course of our examination of the books and records of the Company carried outin accordance with the generally accepted auditing practices in India and according tothe information and explanations given to us we have neither come across any instance ofmaterial fraud by the Company or on the Company by its officers or employees noticed orreported during the year nor have we been informed of any such case by the Management.The Company has not given any guarantee for loans taken by others from bank or financialinstitutions.

xi. The Company has paid/ provided for managerial remuneration during the year inaccordance with the provisions of Section 197 read with Schedule V to the Act. xii. As theCompany is not a Nidhi Company and the Nidhi Rules2014 are not applicable to it theprovisions of Clause 3(xii) of the Order are not applicable to the Company. xiii. TheCompany has entered into transactions with related parties in compliance with theprovisions of Section 177 and 1988 of the Act. The details of such related partytransactions have been disclosed in the Standalone Financial Statements as required underIndian Accounting Standard (Ind AS) 24 Related Party Disclosures specified under Section133 of the Act read with Rule 4 of the Companies (Indian Accounting Standards) Rules2015 (as amended). xiv. According to the information and explanations given to us and asper our verification of the records of the company the company has converted 1000000warrants into equity shares of Rs 10.00 each at a premium of Rs 161.00 per share onpreferential basis to the persons belong to Non-Promoters' Category and the proceeds ofthe same have been utilized for the purpose for which it has been raised. xv. The Companyhas not entered into any non-cash transactions with its Directors or persons connectedwith him. Accordingly the provisions of Clause 3(xv) of the Order are not applicable tothe Company xvi. The Company is not required to be registered under Section 45-IA of theReserve Bank of India Act 1934. Accordingly the provisions of Clause 3(xvi) of the Orderare not applicable to the Company.

For ARUN NARESH & COMPANY
Chartered Accountants
ICAI Firm Registration Number: 007127N
Place: Ghaziabad (U.P) Arun Kumar Jain
Date: June 01 2021 Partner
UDIN – 21084598AAAACQ9862 Membership Number: 084598

ANNEXURE "B" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2(f) under ‘Report on Other Legal and RegulatoryRequirements' section of our report to the Members of Salasar Techno Engineering Limitedof even date) Report on the Internal Financial Controls Over Financial Reporting underClause (i) of Sub- section 3 of Section 143 of the Companies Act 2013 ("theAct")

We have audited the internal financial controls over financial reporting of SALASARTECHNO ENGINEERING LIMITED ("the Company") as of March 31 2021 in conjunctionwith our audit of the standalone financial statements of the Company for the year ended onthat date.

Opinion

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 on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Company is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting issued by the Institute of Chartered Accountants of India. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business the safeguarding of its assets the prevention and detection offrauds and errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the internal financial controls overfinancial reporting of the Company based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the "Guidance Note") issued by the Institute of Chartered Accountantsof India and the Standards on Auditing prescribed under Section 143(10) of the CompaniesAct 2013 to the extent applicable to an audit of internal financial controls. 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 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 obtained by us are 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.

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 be come in adequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.

For ARUN NARESH & COMPANY
Chartered Accountants
ICAI Firm Registration Number: 007127N
Place: Ghaziabad (U.P) Arun Kumar Jain
Date: June 01 2021 Partner
UDIN – 21084598AAAACQ9862 Membership Number: 084598

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