The Members of SC Agrotech Ltd
Report on the Financial Statements
We have audited the accompanying financial statements of SC Agrotech Ltd ("theCompany") which comprise the Balance Sheet as at 31st March 2020 theStatement of Profit and Loss for the year and the Cash Flow Statement for the year thenended and a summary of significant accounting policies and other explanatory information.
Management's Responsibility for the Financial Statement
The Company's Board of Directors is responsible for the matters stated in Section134(5) of the Companies Act 2013 ("the Act") with respect to the preparation ofthese financial statements that give a true and fair view of the financial position andfinancial performance of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under Section133 of the Act read with Rule 7 of the Companies (Accounts) Rules 2014. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation 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 financial statements thatgive a true and fair view and are free from material misstatement whether due to fraud orerror.
Our responsibility is to express an opinion on these financial statements based on ouraudit. We have taken into account the provisions of the Act the accounting and auditingstandards and matters which are required to be included in the audit report under theprovisions of the Act and the Rules made there under.
We conducted our audit in accordance with the Standards on Auditing specified underSection 143(10) of the Act. Those Standards require that we comply with ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts andthe disclosures in the financial statements. The procedures selected depend on theauditor's judgment including the assessment of the risks of material misstatement of thefinancial statements whether due to fraud or error. In making those risk assessments theauditor considers internal financial control relevant to the Company's preparation of thefinancial statements that give a true and fair view in order to design audit proceduresthat are appropriate in the circumstances but not for the purpose of expressing anopinion on whether the Company has in place an adequate internal financial control systemover financial reporting and the operating effectiveness of such controls. An audit alsoincludes evaluating the appropriateness of the accounting policies used and thereasonableness of the accounting estimates made by the Company's Directors as well asevaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on 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 the Actin the manner so required and give a true and fair view in conformity with the accountingprinciples generally accepted in India of the state of affairs of the Company as at 31March 2020 and its profit for the year ended on that date.
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 subsection (11) of section 143 ofthe Act we give in the Annexure "A " a statement on the matters specified inthe paragraph 3 a nd 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 and the company does nothave any branches from which it is required to obtain proper returns adequate for the purpose of this audit.
(c) The Balance Sheet and the Statement of Profit and Loss dealt with by this Reportare in agreement with the books of account.
(d) In our opinion the aforesaid financial statements comply with the AccountingStandards specified under Section 133 of the Act read with Rule 7 of the Companies(Accounts) Rules 2014.
(e) The observation or comments by the auditor has not any adverse effects on thefinancial statement of the company.
(f) On the basis of the written representations received from the directors as onMarch31 2020 and taken on record by the Board of Directors none of the directors isdisqualified as on March 31 2020 from being appointed as a director in terms of Section164(2) of the Act.
(g) With respect to the adequacy of the internal financial controls over financialreporting the company and operating effectiveness of such controls refer to our separatereport in annexure "B ".
(h) There is no such qualification or adverse remarks regarding maintenance of accountsand other matters therewith.
(i) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit a nd Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us:
i. On the basis of written representations received from management as on March 312020 The Company is not involved in any litigations pending as at 31st March2020 on its financial positions in its financial statements.
ii. The Company does nothave 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.
For Manoj Sangeeta & Associates
Place: New Delhi
Date: 29th June 2020
ANNEXURE "A" TO THE INDEPENDENT AUDITORS' REPORT
(Annexure Referred to in paragraph (1) of "Report on Other Legal and RegulatoryRequirements "of the Independent Auditors' Report of even date to the members of SCAgrotech Ltd. on the financial statements for the year ended on March 31 2020.)
i. (a) The company is maintaining proper records showing full particulars includingquantitative details and situation of Fixed Assets.
(b) The fixed assets have been physically verified by the management during the yearwhich in our opinion is reasonable having regard to the size of the Company and thenature of fixed assets. No material discrepancies were noticed during the year on suchphysical verification.
(c) The title deeds of immovable property are held in the name of company.
ii. The para is not applicable as there is no sale and purchase of goods during theyear and there is no inventory of goods.
iii. According to information and explanation given to us the Company has neithergranted any loan secured or unsecured to compani es firms and LLPs or other partiescovered in the register maintained under section 189 of the Companies Act2013 hence otherPara(a) (b) and (c) of this clause is not applicable.
iv. In respect of Loans Investments Guarantees and Security the provisionsofsection185 & 186 of the Companies Act 2013 has been complied with.
v. The Company has not accepted any deposit during the year within the meaning ofSection 73 to Section 76 of the Companies Act 2013 read with the Rules framed thereunder therefore the provisions of the Companies (Auditors Report) order 2016 are notapplicable to the company.
vi. The Central Govt. has not prescribed the maintenance of cost records as per section148 (1) of the Companies Act 2013 for any of the service rendered/trading business by thecompany.
vii. a) According to the information and explanation given to us and on the basis ofour verification of records of the company the company is generally regular in depositingwith appropriate authorities undisputed applicable statutory dues including value addedtax Service tax cess and any other statutory dues applicable to it. According to theinformation and explanation given to us there are no material undisputed amounts payablein respect of statutory dues which have remained outstanding as on March 31st 2020fora period of more than six months from the date from which they became payable.
b) According to the records of the company and information and explanation given to usthere are no dues of sales tax or wealth tax or duty of customs or duty of excise or valueadded tax or cess which has not been deposited on the account of dispute with appropriateauthorities
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 dues to anyfinancial institution or bank or debenture holder.
ix. The Company has not raised any money through initial public offer (including debtinstruments) and no term loan has been taken during the year.
x. There is no any fraud by the company or any fraud on the company by its officers oremployees has been noticed or reported during the year.
xi. The company has paid remuneration to directors which are under the limit of section197 of the Companies Act 2013.
xii. The clause is not applicable.
xiii. All the transactions with the related parties are in compliance with section 177and 188 of the Companies Act 2013 and applicable details have been disclosed in financialstatements etc.
xiv. The company has not made any preferential allotment or private placement of sharesor fully or partly convertible debentures during the year under review.
xv. The company has not entered into non cash transactions with directors or personsconnected with him and there are no contraventions to section 192 of the Companies Act2013.
xvi. The Company is not required to be registered under section 45-IA of the RBI Act1934 and registration procedure is not applicable.
For Manoj Sangeeta & Associates
Place: New Delhi
Date: 29th June 2020
Annexure B to the Auditors' Report
Report on the Internal Financial Controls under Clause (i) of sub-section 3 of Section143 of the Companies Act 2013 ('the Act')
We have audited the internal financial controls over financial reporting of SC AgrotechLtd. (Formerly known as Sheel International Ltd. (the Company') as of 31 March 2020in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal co ntrol 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 the Company's policies the safeguard ngof its 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.
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(th e Guidance Note') and the Standards on Auditing issued by ICAI and deemed to beprescribed under Section 143(10) of the Companies Act 2013 to the extent applicable toan audit of internal financial controls both applicable to an audit of Internal FinancialControls and both issued by the Institute of Chartered Accountants of India. 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 were 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 dep end on the auditors ' judgment including the assessment of the risks ofmaterial misstatement of the financial statements whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls systemover financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that (1) p ertain 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 of theManagement and directors of the Company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorized acquisition use or disposition of theCompany's assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe degree of compliance with the policies or procedures may deteriorate.
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 31 March 2020 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 CharteredA ccountants ofI ndia.
For Manoj Sangeeta & Associates
Place: New Delhi
Date : 29th June 2020.