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Sinclairs Hotels Ltd.

BSE: 523023 Sector: Services
NSE: N.A. ISIN Code: INE985A01022
BSE 00:00 | 30 Jan 107.65 -0.75
(-0.69%)
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NSE 05:30 | 01 Jan Sinclairs Hotels Ltd
OPEN 108.40
PREVIOUS CLOSE 108.40
VOLUME 10819
52-Week high 134.50
52-Week low 70.00
P/E 19.90
Mkt Cap.(Rs cr) 292
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 108.40
CLOSE 108.40
VOLUME 10819
52-Week high 134.50
52-Week low 70.00
P/E 19.90
Mkt Cap.(Rs cr) 292
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Sinclairs Hotels Ltd. (SINCLAIRSHOTELS) - Auditors Report

Company auditors report

TO THE MEMBERS OF SINCLAIRS HOTELS LIMITED

Report on the Audit of the Financial Statements Opinion

We have audited the financial statements of Sinclairs Hotels Limited (the"Company") which comprise the balance sheet as at 31 March 2022 and the statement ofprofit and loss (including other comprehensive income) statement of changes in equity andstatement of cash flows for the year then ended and notes to the 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 financial statements give the information required by theCompanies Act 2013 ("Act") in the manner so required and give a true and fairview in conformity with the accounting principles generally accepted in India of thestate of affairs of the Company as at 31 March 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 SAs are furtherdescribed in the Auditor's Responsibilities for the Audit of the Financial Statementssection of our report. We are independent of the Company in accordance with the Code ofEthics issued by the Institute of Chartered Accountants of India together with the ethicalrequirements that are relevant to our audit of the financial statements under theprovisions of the Act and the Rules thereunder and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believethat the audit evidence obtained by us is sufficient and appropriate to provide a basisfor our opinion on the financial statements.

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.

Description of Key Audit Matter

Revenue Recognition

See note 22 to the financial statements

The key audit matter How the matter was addressed in our audit
Revenue is recognised at an amount that reflects the consideration to which the Company expects to been titled in exchange for transferring the goods or services to a customer i.e. on transfer of control of the goods or service to the customer. In view of the significance of the matter we applied the following audit procedures in this area among others to obtain sufficient appropriate audit evidence:
Revenue is recognised at the transaction price that is allocated to the performance obligation. Revenue includes room revenue food and beverage sale and banquet services. Revenue is recognised once the rooms are occupied food and beverages are sold and banquet services have been provided as per the contract with the customer. - We assessed the appropriateness of the revenue recognition accounting policies by comparing with applicable Indian accounting standards.
Revenue is a key performance indicator of the Company and there is risk of overstatement of revenue due to fraud resulting from pressure to achieve targets and earning expectations. Based on the above- mentioned factors we have identified revenue recognition as a key audit matter. - We evaluated the design of key controls and operating effectiveness of the relevant key controls with respect to revenue recognition on selected transactions
- We performed substantive testing by performing the cash to sales reconciliation and agreeing the daily collections to the bank statements throughout the year.
- We carried out analytical procedures on revenue recognized during the year to identify unusual variances and conducted further enquiries and testing.
- We tested on a sample basis revenue transactions recorded before and after the financial year end date to determine whether the revenue had been recognized in the appropriate financial period.

Information Other than the Financial Statements and Auditors' Report Thereon

The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the financial statements and our auditors' reportthereon.

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

In connection with our audit of the financial statements our responsibility is to readthe other information and in doing so consider whether the other information ismaterially inconsistent with the financial statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated. If based on the work we haveperformed we conclude that there is a material misstatement of this other information weare required to report that fact. We have nothing to report in this regard.

Management's and Board of Directors' Responsibility for the Financial Statements

The Company's Management and Board of Directors are responsible for the matters statedin section 134(5) of the Act with respect to the preparation of these financial statementsthat give a true and fair view of the state of affairs profit/loss and othercomprehensive income changes in equity and cash flows of the Company in accordance withthe accounting principles generally accepted in India including the Indian AccountingStandards (Ind AS) specified under section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe 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 were operatingeffectively for ensuring accuracy and completeness of the accounting records relevant tothe preparation and presentation of the financial statements that give a true and fairview and are free from material misstatement whether due to fraud or error.

In preparing the financial statements the Management and Board of Directors areresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless the Board of Directors either intends to liquidate the Companyor to cease operations or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Company's financialreporting process.

Auditor's 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 auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an audit conducted in accordance with SAswill always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if individually or in the aggregate theycould reasonably be expected to influence the economic decisions of users taken on thebasis of these financial statements.

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 financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Undersection 143(3)(i)of the Act we are also responsible for expressing our opinion on whether the company hasadequate internal financial controls with reference to financial statements in place andthe operating effectiveness ofsuch controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures in the financial statements made by theManagement and Board of Directors.

• 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 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 financialstatements including the disclosures and whether the financial statements represent theunderlying transactions and events in a manner that achieves fair presentation.

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 the matter orwhen 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 Section 143 (11) of the Act we givein the "Annexure A" a statement on the matters specified in paragraphs 3 and 4of the Order to the extent applicable.

2. (A) 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 balance sheet the statement of profit and loss (including other comprehensiveincome) the statement of changes in equity and the statement of cash flows dealt with bythis Report are in agreement with the books of account.

d) In our opinion the aforesaid financial statements comply with the Ind AS specifiedunder Section 133 of the Act.

e) On the basis of the written representations received from the directors as on 31March 2022 taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2022 from being appointed as a director in terms of Section164(2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference tofinancial statements of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B".

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

a) The Company has disclosed the impact of pending litigations as at 31 March 2022 onits financial position in its financial statements - Refer note 33 to the financialstatements.

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

c) There has been no delay in transferring amounts required to be transferred to theInvestor Education and Protection Fund by the Company.

d) (i) The management has represented that to the best of its knowledge and belief asdisclosed in the note 41 to the financial statements no funds have been advanced orloaned or invested (either from borrowed funds or share premium or any other sources orkind of funds) by the Company to or in any other persons or entities including foreignentities ("Intermediaries") with the understanding whether recorded in writingor otherwise that the Intermediary shall directly or indirectly lend or invest in otherpersons or entities identified in any manner whatsoever by or on behalf of the Company("Ultimate Beneficiaries") or provide any guarantee security or the like onbehalf of the Ultimate Beneficiaries.

(ii) The management has represented that to the best of its knowledge and belief asdisclosed in the note 41 to the financial statements no funds have been received by theCompany from any persons or entities including foreign entities ("FundingParties") with the understanding whether recorded in writing or otherwise that theCompany shall directly or indirectly lend or invest in other persons or entitiesidentified in any manner whatsoever by or on behalf of the Funding Parties ("UltimateBeneficiaries") or provide any guarantee security or the like on behalf of theUltimate Beneficiaries.

(iii) Based on such audit procedures as considered reasonable and appropriate in thecircumstances nothing has come to our notice that has caused us to believe that therepresentations under sub-clause (d) (i) and (d) (ii) contain any material mis-statement.

e) The final dividend paid by the Company during the year in respect of the samedeclared for the previous year is in accordance with section 123 of the Companies Act 2013to the extent it applies to payment of dividend.

As stated in note 15 to the financial statements the Board of Directors of the Companyhave proposed final dividend for the year which is subject to the approval of the membersat the ensuing Annual General Meeting. The dividend declared is in accordance with section123 of the Act to the extent it applies to declaration of dividend.

(C) With respect to the matter to be included in the Auditor's Report under Section197(16) of the Act:

In our opinion and according to the information and explanations given to usthere isno remuneration paid by the company to its directors during the current year. The Ministryof Corporate Affairs has not prescribed other details under Section 197(16) which arerequired to be commented upon by us.

Annexure 'A' to the Independent Auditor’s Report

Annexure A to the Independent Auditor's Report on the financial statements of SinclairsHotels Limited for the year ended 31 March 2022

Report on the matters specified in paragraphs 3 and4ofCompanies (Auditor's Report)Order2020 to the aforesaid financial statements under Section 143(11)of the CompaniesAct2013

(Referred to in paragraph 1 under 'Report on Other Legal and Regulatory Requirements'section of our report of even date)

We report that:

(i) (a) (A) The Company has maintained proper records showing full particularsincluding quantitative details and situation of Property Plant and Equipment.

(B) In our opinion and according to the information and explanations given to us theCompany did not have any intangible assets. Accordingly the provisions of paragraphi(a)(B) of the Order are not applicable to the Company.

(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has a regular programme of physicalverification of its Property Plant and Equipment by which all property plant andequipment are verified in a phased manner over a period of three years. In accordance withthis programme certain property plant and equipment were verified during the year. Inour opinion this periodicity of physical verification is reasonable having regard to thesize of the Company and the nature of its assets. No discrepancies were noticed on suchverification.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of

the Company the title deeds of immovable properties (other than immovable propertieswhere the Company is the lessee and the leases agreements are duly executed in favour ofthe lessee) disclosed in the financial statements are held in the name of the Companyexcept for the following which are not held in the name of the Company:

Description of property Gross carrying value in Lakh) Held in the name of Whether promoter director or their relative or employee Period held- indicate range where appropriate Reason for not being held in the name of the Company. Also indicate if in dispute
Land 48.00 Pressman Resorts Limited (formerly known as Sandel Resorts Limited) No Since 1993 Land received pursuant to a scheme of Amalgamation
Land 45.72 Benchmark Homes & Resorts Limited No Since 1997 Land received pursuant to a scheme of Amalgamation
Leasehold Building (Right of Use asset) 1120.75 Not applicable No Since 2020 Registration of executed lease deed is pending

(d) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not revalued its PropertyPlant and Equipment (including Right of Use assets) or intangible assets or both duringthe year.

(e) According to information and explanations given to us and on the basis of ourexamination of the records oft he Company there are no proceedings initiated or pendingagainst the Company for holding any benami property under the Prohibition of BenamiProperty Transactions Act 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 is reasonable and procedures andcoverage as followed by management were appropriate.

No discrepancies were noticed on verification between the physical stocks and the bookrecords that were more than 10% in the aggregate of each class of inventory.

(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not been sanctioned any workingcapital limits in excess of five crore rupees in aggregate from banks and financialinstitutions on the basis of security of current assets at any point of time of the year.Accordingly clause 3(ii)(b) of the Order is not applicable to the Company.

(iii) According to the 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 or granted any loans or advances in the nature of loans secured or unsecured tocompanies firms limited liability partnership or any other parties during the year. TheCompany has made investments in companies in respect of which the requisite informationis as below. The Company has not made any investments in firms limited liabilitypartnership or any other parties.

(a) The Company has not provided any loans or advances in the nature of loans or stoodguarantee or provided security to any other entity during the year. Accordinglyprovisions of clause 3(iii)(a) of the Order are not applicable to the Company.

(b) According to the information and explanations given to us and based on the auditprocedures conducted by us in our opinion the investments made are prima facie notprejudicial to the interest of the Company. The Company has not provided any guarantee orsecurity or granted any loans or advances in the nature of loans.

The Company has not provided any loans and advances in the nature of loans during theyear. Accordingly provisions of clause 3(iii)(c) to 3(iii)(f) of the Order are notapplicable to the Company.

(iv) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not given any loans orprovided any guarantee or security as specified under Section 185 and 186 of the CompaniesAct 2013 ("the Act"). In respect of the investments made by the Company in ouropinion the

provisions of Section 186 of the Act have been complied with.

(v) The Company has not accepted any deposits or amounts which are deemed to bedeposits from the public. Accordingly provisions ofclause3(v) of the Order is notapplicable.

(vi) According to the information and explanations given to us the Central Governmenthas not prescribed the maintenance of cost records under Section 148(1) of the Act for theservices provided by it. Accordingly provisions of clause 3(vi) of the Order is notapplicable.

(vii) (a) The Company does not have liability in respect of Service tax Duty ofexcise and Sales tax during the year since effective 1 July 2017 these statutory dueshas been subsumed into GST.

According to the information and explanations given to us and on the basis of ourexamination of the records of the Company in our opinion amounts deducted/accrued in thebooks of account in respect of undisputed statutory dues including Value added tax Goodsand Services Tax ('GST') Provident fund Employees' State Insurance Income- Tax Duty ofCustoms Cess and other statutory dues have been regularly deposited by the Company withthe appropriate authorities.

According to the information and explanations given to us and on the basis of ourexamination of the records of the Company no undisputed amounts payable in respect ofValue added tax Goods and Services Tax ('GST') Provident fund Employees' StateInsurance Income-Tax Duty of Customs Cess and other statutory dues were in arrears asat 31 March 2022 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company statutory dues relating to Goods and ServiceTax Provident Fund Employees State Insurance Income- Tax Duty of Customs or Cess orother statutory dues which have not been deposited on account of any dispute are asfollows:

Name of the statute Nature of the dues Amount in Lakhs) Period to which the amount relates Forum where dispute is pending Remarks if any
The Income Tax Act 1961 Income tax (including interest) 217.59 2019-20 Commissioner of Income Tax (Appeals) None

(viii) 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 surrendered ordisclosed any transactions previously unrecorded as income in the books of account inthe tax assessments under the Income Tax Act 1961 as income during the year.

(ix) (a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company the Company did not have any loans orborrowings from any lender during the year. Accordingly provisions of clause 3(ix)(a) ofthe Order is not applicable to the Company.

(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not been declared a wilfuldefaulter by any bank or financial institution or government or government authority.

(c) According to the information and explanations given to us by the management theCompany has not obtained any term loans during the year. Accordingly provisionsofclause3(ix)(c) of the Order is not applicable.

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

(e) The Company does not hold any investment in any subsidiary associate or jointventure (as defined under the Act) during the year ended 31 March 2022. Accordinglyprovisions of clause 3(ix)(e) is not applicable.

(f) The Company does not hold any investment in any subsidiary associate or jointventure (as defined under the Act) during the year ended 31 March 2022. Accordinglyprovisions of clause 3(ix)(f) is not applicable.

(x) (a) The Company has not raised any moneys by way of initial public offer or furtherpublic offer (including debt instruments) Accordingly provisions of clause 3(x)(a) of theOrder is not applicable.

(b) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year. Accordingly provisions of clause 3(x)(b) of the Order is not applicable.

(xi) (a) Based on examination of the books and records of the Company and according tothe information and explanations given to us no fraud by the Company or on the Companyhas been noticed or reported during the course of the audit.

(b) According to the information and explanations given to us no report undersub-section (12) of Section 143 of the Act has been filed by the auditors in Form ADT-4 asprescribed under Rule 13 of the Companies (Audit and Auditors) Rules 2014with the CentralGovernment.

(c) As represented to us by the management there are no whistle blower complaintsreceived by the company during they ear

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

(xiii) ln our opinion and according to the information and explanations given to usthe transactions with related parties are in compliance with Section 177 and 188 of theAct where applicable and the details of the related party transactions have beendisclosed in the financial statements as required by the applicable accounting standards.

(xiv) (a) Based on information and explanations provided to us and our auditprocedures in our opinion the Company has an internal audit system commensurate with thesize and nature of its business.

(b) We have considered the internal audit reports of the Company issued till date forthe period under audit.

(xv) In our opinion and according to the information and explanations given to us theCompany has not entered into any non-cash transactions with its directors or personsconnected to its directors and hence provisions of Section 192 of the Act are notapplicable to the Company.

(xvi) (a) The Company is not required to be registered under

Section 45-IA of the Reserve Bank of India Act 1934. Accordingly provisionsofclause3(xvi)(a) of the Order is not applicable.

(b) The Company is not required to be registered under Section 45-IA of the ReserveBank of India Act 1934. Accordingly provisions of clause 3(xvi)(b) of the Order is notapplicable.

(c) The Company is not a Core Investment Company (CIC) as defined in the regulationsmade by the Reserve Bank of India. Accordingly provisions of clause 3(xvi)(c) of theOrder is not applicable.

(d) The Company is not part of any group (as per the provisions of the Core InvestmentCompanies (Reserve Bank) Directions 2016 as amended). Accordingly the requirements ofprovisions of clause 3(xvi)(d) are not applicable.

(xvii) The Company has not incurred cash losses in the current and in the immediatelypreceding financial year.

(xviii) There has been no resignation of the statutory auditors during the year.Accordingly provisions of 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 realisation 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 report thatthe 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 facts up to the date of theaudit report and we neither give any guarantee nor any assurance that all liabilitiesfalling due within a period of one year from the balance sheet date will get dischargedby the Company as and when they fall due.

(xx) In our opinion and according to the information and explanations given to usthere is no unspent amount under sub-section (5) of Section 135 of the Act pursuant to anyproject. Accordingly clauses 3(xx)(a) and 3(xx)(b) of the Order are not applicable.

Annexure B to the Independent Auditor's Report on the financial statements of SinclairsHotels Limited for the year ended 31 March 2022

Report on the internal financial controls with reference to the aforesaid financialstatements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act 2013[Referred to in clause (f) of paragraph 2 under' Report on Other Legal and RegulatoryRequirements' section of our report of even date]

Opinion

We have audited the internal financial controls with reference to financial statementsof Sinclairs Hotels Limited ("the Company") as of31 March 2022in conjunctionwith our audit of the financial statements of the Company for the year ended on that date.

In our opinion the Company has in all material respects adequate internal financialcontrols with reference to financial statements and such internal financial controls wereoperating effectively as at 31 March 2022 based on the internal financial controls withreference to financial statements criteria established by the Company considering theessential components of internal control stated in the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India (the "Guidance Note").

Management's Responsibility for Internal Financial Controls

The Company's management and the Board of Directors are responsible for establishingand maintaining internal financial controls based on the internal financial controls withreference to financial statements criteria established by the Company considering theessential components of internal control stated in the Guidance Note. 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 ("the Act").

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to financial statements based on our audit. We conducted our auditin accordance with the Guidance Note and the Standards on Auditing prescribed undersection 143(10) of the Act to the extent applicable to an audit of internal financialcontrols with reference to financial statements. Those Standards and the Guidance Noterequire that we comply with ethical requirements and plan and perform the audit to obtainreasonable assurance about whether adequate internal financial controls with reference tofinancial statements were established and maintained and whether such controls operatedeffectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls with reference to financial statements and their operatingeffectiveness. Our audit of internal financial controls with reference to financialstatements included obtaining an understanding of such internal financial controlsassessing 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 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 withreference to financial statements.

Meaning of Internal Financial controls with Reference to Financial Statements

A company's internal financial controls with reference to financial statements is aprocess designed to provide reasonable assurance regarding the reliability of financialreporting and the preparation of financial statements for external purposes in accordancewith generally accepted accounting principles. A company's internal financial controlswith reference to financial statements include those policies and procedures that (1)pertain to the maintenance of records that in reasonable detail accurately and fairlyreflect the transactions and dispositions of the assets of the company; (2) providereasonable assurance that transactions are recorded as necessary to permit preparation offinancial statements in accordance with generally accepted accounting principles and thatreceipts and expenditures of the company are being made only in accordance withauthorisations of management and directors of the company; and (3) provide reasonableassurance regarding prevention or timely detection of unauthorised acquisition use ordisposition of the company's assets that could have a material effect on the financialstatements.

Inherent Limitations of Internal Financial controls with Reference to FinancialStatements

Because of the inherent limitations of internal financial controls with reference tofinancial statements including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bedetected. Also projections of any evaluation of the internal financial controls withreference to financial statements to future periods are subject to the risk that theinternal financial controls with reference to financial statements may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures may deteriorate.

For BSR& Co. LLP
Chartered Accountants
Firm's Registration No.101248W/W-100022
Seema Mohnot
Partner
Place: Kolkata Membership Number: 060715
26 May 2022 UDIN: 22060715AKDCVW9387

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