Report on the Standalone Financial Statements
To the Members of Unique Organics Limited Opinion
We have audited the accompanying standalone financial statements of Unique OrganicsLimited ("the Company") which comprises the Balance Sheet as at March 312020 the Statement of Profit and Loss (including Other Comprehensive Income) Statementof Changes in Equity and statement of cash flows for the year then ended and notes to thefinancial statements including a summary of significant accounting policies and otherexplanatory information.
In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid standalone financial statements give the information requiredby the Companies Act 2013 ('The Act') in the manner so required and give a true and fairview in conformity with the Ind Accounting Standard prescribed under section 133 of theAct read with the Companies (Indian Accounting Standard) Rules 2015 as amended (Ind AS)and other accounting principles generally accepted in India of the state of affairs ofthe Company as at March 31 2020 and its profit total comprehensive income the changesin equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Act. Our responsibilities under those Standards are furtherdescribed in the Auditor's Responsibilities for the Audit of the Standalone
Financial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethical requirements that are relevant to our audit of thestandalone financial statements under the provisions of the Act and the Rules thereunderand we have fulfilled our other ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe that the audit evidence we have obtainedis sufficient and appropriate to provide a basis for our audit opinion on the standalonefinancial statements.
Emphasis of Matter
We draw attention to Note no. 40 to the Standalone Financial Statements whichdescribes the uncertainties and the impact of COVID-19 pandemic on the Company'soperations and results as assessed by the management. Our opinion is not modified inrespect of this matter.
Key Audit Matters
Key Audit Matters are those matters that in our professional judgement were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the Standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matter. We have determined the matters described below to be thekey audit matters to be communicated in our report.
|Key Audit Matters ||How our audit assessed the key audit matter |
|Revenue from sale of products (Refer Note 1(L)of the standalone Ind AS financial statements) || |
|The Company recognises revenues when control of the goods are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods. ||Following procedures have been performed to address this key audit matter: |
| || Considered the Company's revenue recognition policy and its compliance in terms of Ind AS 115 'Revenue from contracts with customers'. |
|The terms of sales arrangements including the timing of transfer of control delivery specifications and judgement in determining timing of sales revenues. The risk is therefore that revenue may not be recognised in the current period in accordance with Ind AS 115. || Assessed the design and tested the operating effectiveness of internal controls related to revenue recognition. |
| || Performed sample test of individual sales transaction and traced to sales invoices sales orders and other related documents. Further in |
|Accordingly due to the risk associated with revenue recognition it was determined to be a key audit matter in our audit of the standalone Ind AS financial statements ||respect of the samples tested checked that the revenue has been recognised as per the incoterms / when the conditions for revenue recognitions are satisfied. |
| || Selected sample of sales transactions made pre and post year end agreed the period of revenue recognition to underlying documents. |
| || Assessed the relevant disclosures made within the standalone Ind AS financial statements. |
|Impact of Covid 19 on Audit || |
|Due to outbreak of pandemic Covid 19 and consequent country wide lockdown enforced by Government of India. Due to this we could not carry out normal audit procedures and audit was carried out using "Work from Home" approach. This is considered as Key Audit Matter since alternate audit procedures were performed for carrying out audit. ||Due to "Work from Home" approach adopted we performed following alternative audit procedures: |
| || Various data and confirmation were received either electronically through email or through data sharing on drive. |
| || For various audit procedures reliance was placed on scanned copies of original document shared with us electronically. |
| || Interview/discussion with client via video conferencing/call conferencing and other verbal communications. |
The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Management Discussion and AnalysisBoard's Report including Annexures to Board's Report Business Responsibility ReportCorporate Governance and Shareholder's Information but does not include the standalone IndAS financial statements and our auditor's report thereon.
Our opinion on the standalone Ind AS financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone Ind AS financial statements ourresponsibility is to read the other information and in doing so consider whether suchother information is materially inconsistent with the standalone Ind AS financialstatements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated. If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard Responsibilities of Management and those charged withgovernance for the standalone financial statement
The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position financialperformance including other comprehensive income changes in equity and cash flows of theCompany in accordance with accounting principles generally accepted in India includingIndian Accounting Standards (Ind AS) prescribed under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended. 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 implementationand maintenance of accounting policies; making judgments and estimates that are reasonableand prudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness of theaccounting records relevant to the preparation and presentation of the standalonefinancial statement that give a true and fair view and are free from materialmisstatement whether due to fraud or error.
In preparing the standalone financial statements management is responsible forassessing the Company's ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the company's financialreporting process.
Auditor's Responsibilities for the Audit of standalone financial statement
Our objectives are to obtain reasonable assurance about whether the Standalonefinancial statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably
be expected to influence the economic decisions of users taken on the basis of thesestandalone financial statements.
A further description of the auditor's responsibilities for the audit of the standalonefinancial statements is included in Annexure A. This description forms part of ourauditor's report.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Companies Act 2013 we give in the Annexure B a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.
2. As required by Section 143(3) of the Act based on our audit we report that:
a) We have sought and obtained all the information and explanations which to thebest of 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 the
Company 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 Cash Flow Statement and Statement of change in equity dealt with by thisReport are in agreement with the books of account.
d) In our opinion the aforesaid standalone financial statements comply with the IndianAccounting Standards specified under Section 133 of the Act read with Companies (IndianAccounting Standard) Rules 2015 as amended;
e) On the basis of the written representations received from the directors as on 31stMarch 2020 taken on record by the Board of Directors none of the directors isdisqualified as on 31st March 2020 from being appointed as a director in terms of Section164 (2) of the Act.
f) With respect to the adequacy of the Internal Financial Control over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure C". Our report expresses an unmodified opinion onthe adequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting.
g) With respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of section 197(16) of the Act as amended in our opinionand to the best of our information and according to the explanations given to us theremuneration paid/provided by the Company to its directors during the year is inaccordance with the provisions of section 197 of the Act.
h) With respect to the other matters to be included in the Auditor's 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:
i. The Company has disclosed the impact of pending litigations on its financial
position in its standalone financial statements;
ii. The Company did not have any longterm contracts including derivative contractsfor which 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 A.K. Meharia & Associates Chartered Accountants Firm's Registration No.324666E
|Place: ||Kolkata |
|Dated ||: 29th June 2020 |
|UDIN: ||20053918AAAAAY2264 |
| ||(A. K. Meharia) |
| ||Partner |
| ||Membership Number: 053918 |
Responsibilities for Audit of Financial Statement
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 standalonefinancial statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.
Obtain an understanding of internal control relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section 143(3)(i)of the Companies Act 2013 we are also responsible for expressing our opinion on whetherthe company has adequate internal financial controls system in place and the operatingeffectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonablenessof
accounting estimates and related disclosures made by management.
Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe Standalone financial statements or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor's report. However future events or conditions may cause the Company to cease tocontinue as a going concern.
Evaluate the overall presentation structure and content of the Standalonefinancial statements including the disclosures and whether the standalone financialstatements represent the underlying transactions and events in a manner that achieves fairpresentation.
Materiality is the magnitude of misstatements in the standalone financial statementsthat
individually or in aggregate makes it probable that the economic decisions of areasonably
knowledgeable user of the standalone financial statements may be influenced. Weconsider quantitative materiality and qualitative factors in (i) planning the scope of ouraudit work and in evaluating the results of our work; and (ii) to evaluate the effect ofany identified misstatements in the standalone financial statements.
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 Standalone financial statementsof the current period and are therefore the key audit matters. We describe these mattersin our auditor's report unless law or regulation precludes public disclosure about thematter or when 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.
For A.K. Meharia & Associates
Chartered Accountants Firm's Registration No.324666E
Dated: 29th June 2020
(A. K. Meharia)
Membership Number: 053918
ANNEXURE 'B' TO THE AUDITOR'S REPORT
(Referred to in paragraph 1 of our report of even date)
i) a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets
b) The Company has a regular programme of physical verification of its fixed assets bywhich fixed assets are verified in a phased manner over a period of three years. Inaccordance with this programme certain fixed assets were verified during the year and nomaterial discrepancies were noticed on such verification. In our opinion this periodicityof physical verification is reasonable having regard to the size of the Company and thenature of its assets.
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 areheld in the name of the Company.
ii) The inventory has been physically verified during the year by the management. Inour opinion the frequency of verification is reasonable. No material discrepancies werenoticed.
iii) The company has not granted loans secured or unsecured to Companies firms LLPsor other parties covered in the register maintained under section 189 of the CompaniesAct 2013. Therefore provisions of clause (iii) (a) (b) and (c) of the said order are notapplicable
iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of section 185 and 186 of the Act with respectto the loans investments guarantee and security made where ever applicable
v) In our opinion and according to the information and explanations given to us theCompany has not accepted deposits in terms of the provisions of section 73 to 76 of theCompanies Act 2013 and the Rules framed there under and the directives issued by theReserve Bank of India.
vi) In our opinion maintenance of cost records pursuant to the Companies (Cost Recordsand audit) Rules 2014 prescribed by the Central Government under Section 148(1) of theCompanies Act 2013 are not applicable to the company during the year under review.
vii) a) According to the information and explanations given to us and on the basis ofour examination of the records of the Company undisputed statutory dues includingprovident fund income-tax duty of customs service tax cess Goods & Service Taxand other material statutory dues have been regularly deposited during the year by theCompany with the appropriate authorities. According to the information and explanationsgiven to us no undisputed amounts payable in respect of statutory dues were in arrears asat 31 March 2020 for a period of more than six months from the date they became payable.
b) According to the information and explanations given to us there are no statutorydues in respect of income tax or sales tax or wealth tax or service tax or duty of customsor duty of excise or value added tax have not been
deposited with the appropriate authorities on account of any dispute.
viii) Based on our audit procedure and on the basis of information and explanationsgiven by the management the Company has not defaulted in repayment of loans or borrowingsto financial institutions banks or government. The Company has not issued any debentures.
ix) To the best of our knowledge and belief and according to the information andexplanations given to us the company has not raised money by way of initial public offeror further public offer and has not taken any term loan. Other loans from bank wereapplied for the purpose for which these were obtained.
x) In our opinion and according to information and explanations given to us no fraudby the company or on the Company by its officers/ employee has been noticed or reportedduring the course of our audit.
xi) According to the information and explanations give to us and based on ourexamination of the records of the Company the Company has paid/provided for managerialremuneration in accordance with the requisite approvals mandated by the provisions ofsection 197 read with Schedule V to the Act.
xii) In our opinion and according to the information and explanations given to us theCompany is not a nidhi company. Accordingly paragraph 3(xii) of the Order is notapplicable.
xiii) According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.
xiv) According to the information and explanations give to us and based on 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.
xv) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not entered into non-cashtransactions with
directors or persons connected with him as referred to in section 192 of the Act. xvi)According to the information and explanations given to us the Company is not required tobe registered under section 45-IA of the Reserve Bank of India Act 1934.
|For A.K. Meharia & Associates |
|Chartered Accountants |
|Firm's Registration No.324666E |
|Place: Kolkata |
|Dated: 29th June 2020 |
|UDIN: 20053918AAAAAY22 64 |
|(A. K. Meharia) |
|Membership Number: 053918 |
ANNEXURE 'C TO THE AUDITOR'S 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 UNIQUEORGANICS LIMITED ("the Company") as of 31 March 2020 in conjunction with ouraudit of the standalone Ind AS 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 ('ICAI'). These responsibilitiesinclude the design implementation and maintenance of adequate internal financial controlsthat were operating effectively for ensuring the orderly and efficient conduct of itsbusiness including adherence to 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 accordancewith the Guidance Note on Audit of Internal Financial Controls over Financial Reporting(the "Guidance Note") and the Standards on Auditing issued by ICAI and deemedto be prescribed under section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls both applicable to an audit ofInternal Financial Controls and both issued by the Institute of Chartered Accountants ofIndia. Those Standards and the Guidance Note require that we comply with ethicalrequirements and plan and perform 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 about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's 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) pertain to the maintenance ofrecords that in reasonable detail accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonableassurance that transactions are recorded as necessary to permit preparation of financialstatements in accordance with generally accepted accounting principles and that receiptsand expenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised 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 CharteredAccountants of India.
For A.K. Meharia & Associates Chartered Accountants Firm's Registration No.324666E
Dated: 29th June 2020
UDIN: 20053918AAAAAY22 64
(A. K. Meharia)
Membership Number: 053918