Southern Online Bio Technologies Ltd.
|BSE: 532669||Sector: Others|
|NSE: N.A.||ISIN Code: INE371B01023|
|BSE 00:00 | 06 Aug||Southern Online Bio Technologies Ltd|
|NSE 05:30 | 01 Jan||Southern Online Bio Technologies Ltd|
Southern Online Bio Technologies Ltd. (SOUTHBIOTECH) - Auditors Report
Company auditors report
To the Members of
SOUTHERN ONLINE BIO TECHNOLOGIES LIMITED
Report on the Ind AS Standalone Financial Statements
We have audited the accompanying Ind AS Standalone financial statementsof Southern Online Bio Technologies Limited ("the Company") which comprise theBalance Sheet as at March 31 2021 the Statement of Profit and Loss (including OtherComprehensive Income) the Statement of Changes in Equity and the Statement of Cash Flowsfor the year ended on that date and a summary of the significant accounting policies andother explanatory information (hereinafter referred to as "the financialstatements").
In our opinion and to the best of our information and according to theexplanations given to us the aforesaid Ind AS Standalone financial statements give theinformation required by the Act in the manner so required and give a true and fair view inconformity with the accounting principles generally accepted in India including the IndAS of the financial position of the company as at 31st March 2021 and its profitincluding other comprehensive income its cash flows and changes in equity for the yearended on that date.
Emphasis of Matter
The company is in the process of getting trading approval from theBombay Stock Exchange Limited towards fully paid up shares which are allotted withreference to NCLT order. Our opinion is not modified in respect of above emphasis ofmatter.
Information Other than the Financial Statements and Auditor'sReport Thereon
The Company's Board of Directors is responsible for thepreparation of the other information. The other information comprises the informationincluded in the Management Discussion and Analysis Board's Report including Annexureto Board's Report Business Responsibility Report Corporate Governance andShareholder's Information but does not include the standalone financial statementsand our auditor's report thereon. Our opinion on the standalone financial statementsdoes not cover the other information and we do not express any form of assuranceconclusion thereon.
In connection with our audit of standalone financial statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the standalone financial statements orour knowledge obtained during the course of our audit or otherwise appears to bematerially misstated.
Management's Responsibility for the Standalone FinancialStatements
The Company's Board of Directors is responsible for the mattersstated in Section 134(5) of the Companies Act 2013 (the act') with respect tothe preparation and presentation of these Ind AS Standalone financial statements that givea true and fair view of the financial position financial performance(including the othercomprehensive income) cash flows and Statement of Changes in Equity of the Company inaccordance with the accounting principles generally accepted in India including theIndian Accounting Standards (Ind AS) specified under Section 133 of the Act read withrule 7 of Companies (Accounts) Rules 2014. This responsibility includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; design implementation andmaintenance of adequate internal financial controls that are operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the Ind AS Standalone financial statements that give atrue and fair view and are free from material misstatement whether due to fraud or error.
In preparing the Standalone financial statements management isresponsible 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 management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing thecompany's financial reporting process.
Auditor's Responsibility for the Audit of the Standalone FinancialStatements
Our objectives are to obtain reasonable assurance about whether the IndAS Standalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these Standalone financial statements.
As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of theStandalone financial statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control. Obtain an understanding of internal financial controls relevant tothe audit in order to design audit Procedures that is appropriate in the circumstances.Under section 143(3)(i) of the Act we are also responsible for expressing our opinion onwhether the Company has adequate internal financial controls system in place and theoperating effectiveness of such controls. Evaluate the appropriateness of accountingpolicies used and the reasonableness of accounting estimates and related disclosures madeby management.
Conclude on the appropriateness of management's use of the goingconcern basis of accounting and based on the audit evidence obtained whether a materialuncertainty exists related to events or conditions that may cast significant doubt on theCompany's ability to continue as a going concern. If we conclude that a materialuncertainty exists; we are required to draw attention in our auditor's report to therelated 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 conditionsmay cause the Company to cease to continue as a going concern.
Evaluate the overall presentation structure and content of theStandalone financial statements including the disclosures and whether the Standalonefinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation. Materiality is the magnitude of misstatements in theStandalone financial statements that individually or in aggregate makes it probable thatthe economic decisions of a reasonably knowledgeable user of the financial statements maybe influenced. 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 financial statements.
We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.
We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.
From the matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the Standalonefinancial statements of the current period and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law or regulation precludespublic disclosure about the matter or when in extremely rare circumstances we determinethat a matter should not be communicated in our report because the adverse consequences ofdoing so would 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 section143 of the Act we give in the Annexure A a statement on the mattersSpecified in paragraphs 3 and 4 of the Order.
2. As required by section 143(3) of the Act we further report that:
a) We have sought and have obtained all the information andexplanations which to the best of our knowledge and belief were necessary for the purposeof our audit;
b) In our opinion proper books of account as required by law have beenkept by the Company so far as appears from our examination of those books;
c) The Balance Sheet Statement of Profit and Loss(including OtherComprehensive Income) the Cash Flow Statement and the Statement of changes in Equitydealt with by this Report are in agreement with the books of account;
d) In our opinion the aforesaid Ind AS Standalone financial statementscomply with the applicable Indian Accounting Standards specified under Section 133 of theAct read with relevant rules issued there under.
e) On the basis of the written representations received from thedirectors as on March 31 2021 taken on record by the Board of Directors none of thedirectors is disqualified as on March 31 2021 from being appointed as a director in termsof Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls overfinancial reporting of the company and the operating effectiveness of such controls referto our separate report in Annexure B'; and
g) With respect to other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 inour opinion and to the best of our information and according to the explanations given tous:
I. The Company has disclosed the impact of pending litigation on itsfinancial position to the extent ascertained in its Ind AS Standalone financialstatements
II. The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses.
III. There have been no amounts required to be transferred to theInvestor Education and Protection Fund by the company during the year ended 31stMarch 2021.
Annexure A to the Auditors Report
Limited on the Ind AS financial statements for the year ended 31stMarch 2021 we report that:
i. (a) The Company has maintained proper records showing fullparticulars including quantitative details and situation of Property Plant &Equipment (PPE).
(b) As explained to us the Property Plant & Equipment (PPE) havebeen physically verified by the management at regular intervals; as informed to us nomaterial discrepancies were noticed on such verification. In our opinion the frequency ofverification is reasonable.
(c) According to the information and explanations given to us and onthe basis of our examination of records of the Company the title deeds of immovableproperties are held in the name of the Company.
ii. The physical verification of inventory has been conducted atreasonable intervals by the management during the year and no material discrepancies werenoticed on such verification.
iii. The Company has not granted any loans secured or unsecured tocompanies firms and Limited
Liability partnerships or other parties covered in the registermaintained under section 189 of the Companies Act 2013. iv. In our opinion and accordingto the information and explanations given to us the Company has complied with theprovisions of Sections 185 and 186 of the Act in respect of grant of loans makinginvestments and providing guarantees and securities. v. The Company has not accepted anydeposits from the public covered under Section 73 to 76 of the Companies Act 2013 andrules framed there under to the extent notified.
vi. We have broadly verified the books of accounts and recordsmaintained by the company in respect of products where pursuant to the rules made by thecentral government of India the maintenance of cost records has been specified under thesub-section (1) of section 148 of the Companies Act 2013 and are of the opinion thatprima facie the prescribed accounts and records have been made and maintained. We havenot however made a detailed examination of the records with a view to determine whetherthey are accurate or complete.
vii. a) According to the information and explanations given to us andbased on the records of the company examined by us in respect of the Statutory dues theCompany is regular in depositing undisputed statutory dues including Provident FundEmployees' State Insurance Income Tax Goods and Service Tax Customs Duty Cess andother material statutory dues applicable to it with the appropriate authorities for thecurrent Financial year
b) There were no undisputed amounts payable in respect of ProvidentFund Employees' State Insurance Income-tax Goods and Services Tax and othermaterial statutory dues in arrears as at 31st March 2021 for a period of more than 6months from the date they became payable.
c) According to the information and explanations given to us and basedon the records of the company examined by us there are no dues to Wealth Tax ServiceTax Sales Tax Goods and Services Tax which have not been deposited on account of anydisputes
viii. In our opinion and according to the information and explanationsgiven to us the company has not availed any loans from financial institutions or banks asat balance sheet date as on the balance sheet date. The Company has not issued anydebentures as on the balance sheet date.
ix. The Company has not raised any moneys by way of initial publicoffer further public offer (including debt instruments).No term loans were raised by theCompany during the year.
x. According to the information and explanations given to us nomaterial fraud by the company or on the company by its officers or employees has beennoticed or reported during the course of our Audit.
xi. The Company has not paid/provided for managerial remuneration forthe year under consideration.
xii. As the Company is not a Nidhi Company and the Nidhi Rules 2014are not applicable to it the Provisions of clause 3(xii) of the order are not applicableto the company.
xiii. In our opinion and according to the information and explanationsgiven to us the Company is in compliance with Section 177 and 188 of the Companies Act2013 where applicable for all transactions with the related parties and the details ofrelated party transactions have been disclosed in the financial statements as required bythe applicable accounting standards.
xiv. According to the information and explanations given by themanagement the company has not made any preferential allotment or private placement ofshares or fully or partly convertible debentures during the year. However the company hasissued shares in compliance with the directions given by the Hon'ble NCLT vide itsorder dated 26Th November 2019.
xv. The Company has not entered into non-cash transactions with itsdirectors or persons connected with him. Accordingly the provisions of clause 3(xv) ofthe Order are not applicable to the Company.
xvi. The Company is not required to be registered under section 45-IAof The Reserve Bank of India Act 1934. Accordingly the provisions of clause 3(xvi) of theorder are not applicable to the Company.
Annexure B to the Independent Auditor's Report
Report on the Internal Financial Controls under clause (i) of theSub-section 3 of the Section 143 of the
Companies Act 2013 (The Act')
We have audited the internal financial controls over financialreporting of Southern Online Bio Technologies Limited ("the Company") asof 31st March 2021 in conjunction with our audit of Ind AS financial statementsof the company for the year ended on that date.
Management's Responsibility for Internal Financial Controls
The Company's management is responsible for establishing andmaintaining internal financial controls based on the internal control over financialreporting criteria established by the company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India (ICAI).These responsibilities include the design implementation and maintenance of adequateinternal financial controls that were operating effectively for ensuring the orderly andefficient conduct of its business including adherence to company's policies thesafeguarding of its assets the prevention and detection of frauds and errors theaccuracy and completeness of the accounting records and the timely preparation ofreliable financial information as required under the Act.
Our responsibility is to express an opinion on the company'sinternal financial controls over financial reporting based on our Audit. We conducted ouraudit in accordance with the Guidance note on Audit of
Internal Financial Controls Over Financial Reporting (the"Guidance Note") and the standards on Auditing deed to be prescribed undersection 143(10) of the Act to the extent applicable to an Audit of Internal FinancialControls both applicable to an audit of Internal Financial Controls and both issued bythe ICAI. These standards and guidance note require that we comply with ethicalrequirements and plan and performed 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 aboutthe adequacy of the internal financial controls system over financial reporting and theiroperating effectiveness. Our Audit of internal financial controls over financial reportingincluded obtaining an understanding of internal financial controls over financialreporting assessing the risk that a material weakness exists and testing and evaluatingthe design and operating effectiveness of internal control based on the assessed risk. Theprocedures selected depend on the Auditor's Judgment including the assessment of therisk of material misstatement of the financial statements whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion and the company's internalfinancial control system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A Company's internal financial control over financial reporting isa process 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 controlover financial reporting includes these policies and procedures that
(1) pertain to the maintenance of records that in reasonable detailedaccurately and fairly reflect the transactions and dispositions of the assets of thecompany;
(2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of Ind AS financial statements in accordance withgenerally accepted principles and that receipts and expenditures of the company are beingmade only in accordance with authorization of management and directors of the Company; and
(3) provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition use or disposition of the Company's assetsthat could have a material effect on the Ind AS financial statements.
Inherent Limitation of Internal Financial Controls over FinancialReporting
Because of the inherent limitation of internal financial controls overfinancial reporting including the possibility of collusion or improper managementoverride of controls material misstatements due to error or fraud may occur and not bededucted. Also Projections of any evaluation of the internal financial controls overfinancial reporting to future periods are subject to the risk that the internal financialcontrol over financial reporting may become inadequate because of changes in conditionsor that the degree of compliance with the policies or procedures may deteriorate.
In our opinion the company has to the best of our information andaccording to the explanations given to us 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 31st 2021based on the internal control over financial reporting criteria established by the companyconsidering the essential components of internal control stated in the Guidance Note onAudit of Internal Financial Controls Over Financial Reporting issued by the Institute ofChartered Accountants of India.