TO THE MEMBERS OF
SPENTA INTERNATIONAL LIMITED
Report on the Standalone Financial Statements
We have audited the accompanying financial statements of Spenta InternationalLimited ("the Company") which comprise the Balance Sheet as at March 312021 and the Statement of Profit and Loss (Including other Comprehensive Income) and CashFlow Statement for the year then ended and a summary of significant accounting policiesand other explanatory information.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Ind AS financial statements give the information required bythe 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 2020 and its loss total comprehensive income its cash flows and thechanges in equity 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 the Financial Statements section of our report. Weare independent of the Company in accordance with the Code of Ethics issued by theInstitute of Chartered Accountants of India together with the ethical requirements thatare relevant to our audit of the financial statements under the provisions of theCompanies Act 2013 and the Rules there under and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basisfor our opinion.
Management's Responsibility for the Financial Statements
Board of Directors is responsible for the matters stated in Section 134(5) of theCompanies Act 2013 ("the Act") with respect to the preparation of thesestandalone financial statements that give a true and fair view of the financial positionfinancial performance including other comprehensive income cash flows and changes inequity of the Company in accordance with the Indian Accounting Standards (Ind AS)prescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules 2015 as amended and other accounting principles generally accepted inIndia
This responsibility also includes maintenance of adequate accounting records inaccordance with the provisions of the Act for safeguarding the assets of the Company andfor preventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the standalonefinancial statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
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 financial statementswhether due to fraud or error design and perform audit procedures responsive to thoserisks and obtain audit evidence that is sufficient and appropriate to provide a basis forour opinion. The risk of not detecting a material misstatement resulting from fraud ishigher than for one resulting from error as fraud may involve collusion forgeryintentional omissions misrepresentations or the override of internal control.
Obtain an understanding of internal control relevant to the audit in order to designaudit procedures that are appropriate in the circumstances. Under section 143(3)(i) of theCompanies Act 2013 we are also responsible for expressing our opinion on whether thecompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis ofaccounting 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 financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.
Evaluate the overall presentation structure and content of the financial statements29 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 ourauditor's 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.
Due to the COVID-19 pandemic and the lockdown and other restrictions imposed by theGovernment and local administration the audit processes were carried out based on theremote access and necessary records made available by the Company through digital medium.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor's Report) Order 2016 (the Order') issuedby the Central Government of India in terms of sub-section 11 of Section 143 of theCompany Act 2013 and on the basis of such checks of the books and records of the Companyas we considered appropriate and according to the information and explanations given tous we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 ofthe said Order.
As required by Section 143(3) of the Act we report that:
a) We have obtained all the information and explanations which to the best of ourknowledge and belief were necessary for the purpose 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 and the Statement of Profit and Loss dealt with by this Report arein agreement with the books of account.
d) In our opinion the Balance Sheet and the Statement of Profit and Loss comply withthe Accounting Standards specified under section 133 of the Act read with Rule 7 of thecompanies (Account) Rules 2014.
e) On the basis of the written representations received from the directors as on March31 2021 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2021 from being appointed as a director in terms of Section 164(2) of theAct.
f) With respect to the adequacy of the internal financial controls with reference tofinancial statement of the Company and the operating effectiveness of such controls referto our separate Report in "Annexure 2" to this report.
g) With respect to the other matters to be included in the Auditors' Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 in our opinionand to the best of our information and according to the explanations given to us.
1. The Company has disclosed the impact of pending litigations on its financialposition in its financial statements;
2. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses; and
3. There has been no delay in transferring amounts required to be transferred to theInvestor Education and Protection Fund by the Company during the year ended 31 March2021.
(Referred to in paragraph of audit report on "Other Legal and RegulatoryRequirements" of even date)
1. In respect of its fixed assets:
a. The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets on the basis of available information.
b. According to the information and explanation given to us the fixed assets are beingphysically verified by the management according to a phased program designed to cover allthe items over a period of three years which in our opinion is reasonable having regardto the size of the Company and nature of its assets.
Pursuant to this program some of the fixed assets have been physically verified by themanagement during the year and no material discrepancies were noticed on suchverification.
c. In our opinion the Company has not disposed of substantial part of fixed assetsduring the year and the going concern status of the Company is not affected.
2. In respect of its inventories:
a. As explained to us inventories have been physically verified by the management atregular intervals during the year. In our opinion the frequency of such verification isreasonable.
b. In our opinion and according to the information and explanations given to us theprocedures of physical verification of inventories followed by the management arereasonable and adequate in relation to the size of the Company and the nature of itsbusiness.
c. The Company has maintained proper records of inventories. As explained to us thediscrepancies noticed on verification between the physical stocks and the book recordswere not material and have been dealt with in books of account.
3. In our opinion and to the best of our information and according to explanationsgiven to us in respect of loans secured or unsecured granted or taken by the Companyto/from companies firms or other parties covered in the register maintained under Section189 of the Act:
a. The company has not granted any loans secured or unsecured to companies firms orother parties covered in the register maintained under section 189 of the Act.
4. In our opinion and according to the information and explanations given to usThe Company has not given any loan investment guarantees and security for loans taken byothers from banks or financial institutions.
5. In our opinion and according to the information and explanations given to usthe Company has not accepted deposits as per the directives issued by the Reserve Bank ofIndia under the provisions of Sections 73 to 76 or any other relevant provisions of theAct and the rules framed there under.
6. In our opinion and as per the explanations given to us the company is notrequired to maintain accounts and records as prescribed by the Central Government underSection 148(1) of the Companies Act 2013.
7. In respect of statutory dues :
a. According to the records of the Company undisputed statutory dues includingProvident Fund Employees' State Insurance and Income Tax Sales Tax Wealth Tax Customsduty Works Contract tax Cess and other statutory dues have been generally regularlydeposited with the appropriate authorities. According to the information and explanationsgiven to us no undisputed amounts payable in respect of the aforesaid dues wereoutstanding as at 31st March 2021 for a period of more than six months fromthe date of becoming payable.
According to the information and explanations given to us no undisputed amountspayable in respect of Provident fund Employees' State Insurance Sales tax / Value addedtax Wealth tax duty of Excise Income tax Service tax duty of customs and othermaterial statutory dues were in arrears at the yearend for a period of more than sixmonths from the date they became payable.
b. According to the information and explanations given to us there are no dues ofService tax Wealth tax Income tax Sales tax/ Value added tax duty of Excise and dutyof customs as at the yearend which have not been deposited with the appropriateauthorities on account of any dispute.
c. According to the information and explanations given to us the Company has noliabilities which are required to be transferred to the investor education and protectionfund within the prescribed time.
8. According to the records of the company examined by us and the information andexplanation given to us the company has not defaulted in repayments of dues to financialinstitutions banks or debenture holders.
9. According to the records of the company examined by us and the information andexplanation given to us the Company has applied the term loans for the purpose for whichthe loans were obtained
10. Based upon the audit procedures performed for the purpose of reporting the trueand fair view of the financial statements and according to the information andexplanations given by the management we report that no fraud on or by the company hasbeen noticed or reported during the year.
11. According to the records of the company examined by us and the information andexplanation given to us the managerial remuneration has been paid as per the provisionsof section 197 read with Schedule V to the Companies Act.
12. In our opinion the Company is not a chit fund / nidhi / mutual benefit fund /society. Therefore the provisions of clause (xii) of paragraph 4 of the Order are notapplicable to the Company.
13. According to the records of the company examined by us and the information andexplanation given to us all transactions with the related parties are in compliance withsections 177 and 188 of Companies Act 2013 and the details have been disclosed in theFinancial Statements as required by the applicable accounting standards;
14. According to the information and explanations given to us and on an overallexamination of the balance sheet the
Company has not made any preferential allotment or private placement of shares or fullyor partly convertible debentures during the year under review and hence reportingrequirements under Clause 3(xiv) are not applicable to the company and not commentedupon.
15. According to the information and explanations given by the management theCompany has not entered into any non-cash transactions with directors or persons connectedwith him as referred to in Section 192 of Companies Act 2013.
16. As the company is not engaged in business of non-banking financial institutionaccordingly the company is not required to registered under section 45-IA of Reserve Bankof India Act 1934.
Membership No: 134763 Date: 25th June 2021. UDIN -21134763AAAACN7626 referredto in paragraph 1(f) under the heading Report on Other Legal and RegulatoryRequirements' of our report of even date Report on the Internal Financial Controls 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 SpentaInternational 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.
Management's Responsibility for Internal Financial Controls
The Company's Management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls over Financial Reportingissued by the Institute of Chartered Accountants of India. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence to the Company's policies the safeguarding of its assets theprevention and detection of frauds and errors the accuracy and completeness of theaccounting records and the timely preparation of reliable financial information asrequired 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 accordance with the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting (the "Guidance Note") and theStandards on Auditing as specified under Section 143(10) of the Companies
Act 2013 to the extent applicable to an audit of internal financial controls bothapplicable to an audit of Internal Financial Controls and both issued by the Institute ofChartered Accountants of India. Those Standards and the Guidance Note require that wecomply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether adequate internal financial controls with reference to financialstatement was established and maintained and if such controls operated effectively in allmaterial respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls with reference to financial statement and their operatingeffectiveness. Our audit of internal financial controls with reference to financialstatement included obtaining an understanding of internal financial controls withreference to financial statement assessing the risk that a material weakness exists andtesting and evaluating the design and operating effectiveness of internal control based onthe assessed risk. The procedures selected depend on the auditor's judgment including theassessment of the risks of material misstatement of the financial statements whether dueto 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 internal financial controls with reference tofinancial statement.
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 of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of financial statements in accordance with generally accepted accountingprinciples and that receipts and expenditures of the company are being made only inaccordance with authorizations of management and directors of the company; and
(3) Provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls with reference tofinancial statement 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 statement to future periods are subject to the risk that theinternal financial control with reference to financial statement may become inadequatebecause of changes in conditions or that the degree of compliance with the policies orprocedures may deteriorate.
In our opinion the Company has in all material respects an adequate internalfinancial controls with reference to financial statement and such internal financialcontrols with reference to financial statement were operating effectively as at March 312021 based on the internal control over financial reporting criteria established by theCompany considering the essential components of internal control stated in the GuidanceNote on Audit of Internal Financial Controls Over Financial Reporting issued by theInstitute of Chartered Accountants of India.
|For M/s A K Kocchar & Associates Chartered Accountants FRN: 120410W |
|(Hitesh Kumar S.) |
|Membership No: 134763 |
|Date: 25th June 2021. |
|UDIN -21134763AAAACN7626 |