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Vakrangee Ltd.

BSE: 511431 Sector: IT
NSE: VAKRANGEE ISIN Code: INE051B01021
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OPEN 48.15
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VOLUME 293304
52-Week high 69.85
52-Week low 24.40
P/E 83.66
Mkt Cap.(Rs cr) 4,963
Buy Price 46.85
Buy Qty 322.00
Sell Price 46.90
Sell Qty 5130.00
OPEN 48.15
CLOSE 47.90
VOLUME 293304
52-Week high 69.85
52-Week low 24.40
P/E 83.66
Mkt Cap.(Rs cr) 4,963
Buy Price 46.85
Buy Qty 322.00
Sell Price 46.90
Sell Qty 5130.00

Vakrangee Ltd. (VAKRANGEE) - Auditors Report

Company auditors report

To the Members of Vakrangee Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the standalone financial statements of VAKRANGEELIMITED ("the Company") which comprise the Balance Sheet as at March312020 the Statement of Profit and Loss (including Other Comprehensive Income) theStatement of Changes in Equity and the Statement of Cash Flows ended on that date and asummary of significant accounting policies and other explanatory information (hereinafterreferred to as "the standalone financial statements").

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 in the manner so required and give a trueand fair view in conformity with the Indian Accounting Standards prescribed under section133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended ("Ind AS") and other accounting principles generally accepted in Indiaof the state of affairs of the Company as at March 31 2020 profit and totalcomprehensive income changes in equity and its cash flows for the year ended on thatdate.

Basis for Opinion

We conducted our audit of the standalone financial statements inaccordance with the Standards on Auditing (SAs) specified under section 143(10) of theAct. Our responsibilities under those Standards are further described in the Auditor'sResponsibilities for the Audit of the Standalone Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India ("ICAI") together with theethical requirements that are relevant to our audit of the standalone financial statementsunder the provisions of the Companies Act 2013 and the Rules made thereunder and we havefulfilled our other ethical responsibilities in accordance with these requirements and theICAI's Code of Ethics. We believe that the audit evidence obtained by us is sufficient andappropriate to provide a basis for our audit opinion on the standalone financialstatements.

Key Audit Matter

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone financial statements of thecurrent period. These matters were addressed in the context of our audit of the standalonefinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our reports.

1. Estimates Involving in Capitalisation of Capital Expenditure anddetermining their useful lives

(Refer Note 1" Significant Accounting Policies" CriticalAccounting Estimates and Note 4 "Property Plant and

Equipment" for details)

Company has capitalised additions to Property Plant and Equipment(PPE) mainly related to the Automated Teller Machine (ATM) purchased newly from the OEM.Expenditure such as freight cost and cost to bring the asset to the location and newacquisition cost are capitalised. Identification and allocation of the relatedexpenditures involves judgement and estimation of future economic benefit.

The useful lives of PPE items are based on management's estimatesregarding the period during which the asset or its significant components will be used.The estimates are based on historical experiences market practice and group decision ontechnical evaluation of useful lives of the ATM.

Capital expenditure and new acquisition is not considered to be an areaof significant risk for our audit but as it requires considerable time and resource toaudit due to its magnitude it is considered to be a key audit matter.

Principal Audit Procedure

We assessed whether the Company's accounting policy in relation to thecapitalisation of expenditures are in sync and in compliance with IND AS and found them tobe consistent.

We obtained a listing of capital expenditures and major acquisitionduring the year and on a sample basis checked whether the assets were undertaken basedon internal purchase order that had been properly approved by the key person with suchauthority with no material exceptions noted. We inspected a sample of contracts andunderlying invoices to determine whether the classification between capital and operatingexpenditure was appropriate. We noted no material exceptions.

We evaluated whether the useful lives of the component determined andapplied by the management were in line with historical experience group assessment andthe market practice.

We checked whether the depreciation of PPE items was commenced timelyby comparing the date of the reclassification from work in progress to asset in use withthe date of the act of completion of the work. We noted no material exceptions.

Reference to related disclosures

The Company has provided information on the disclosure of the additiondeletion of PPE and depreciation for the year on such addition and existing asset in Note4 of the standalone financial statement.

2. Cash Cash Equivalent Bank Balance and Fixed Deposit

Cash cash equivalent Bank Balance and fixed deposit consist of cashin hand Balance with bank in current accounts and term deposit (current and non-current).

The nature and contractual terms of the financial assets determined thepresentation on the balance sheet. We focused on this area as it is material to thestandalone financial statements and area of significant risk for our audit as it requiresconsiderable time and resource to audit due to its magnitude it is considered to be a keyaudit matter.

The Company's disclosure about cash cash equivalent and otherfinancial assets are included in Note 8 and Note 13 of the standalone financialstatements.

Principal Audit Procedure Balance with Bank in Current Account

We have obtained list of various bank accounts maintained by Companyalong with their usages type and closing balance as appearing in the books as of thereporting date. We reconciled the Bank balances to bank confirmations and items ofreconciliation as appearing in the books of accounts. We have independently sought BankBalance confirmation from the respective bank.

Cash in Hand and cash lying in the ATM owned and Operated by Company

We have conducted physical verification on the reporting date and haveobtained the details of denomination of cash in hand verified. For cash lying in ATMmachines owned and operated by Company we have sought physical cash verification reportconducted by management. We have also independently verified on sample basis during ouraudit period and the reconciliation has been carried out.

Term Deposit (Non-current and current)

We have obtained list of Fixed deposit opened by Company and lying inthe Bank as on the reporting date. We have verified Balance appearing in the Books to theBank Balance confirmation provided by management to us. We have also independently soughtFixed Deposit Bank Balance confirmation on the reporting date from the respective Banks.We have also verified interest income against these Fixed deposit booked by the Companywith the statement of fixed deposit provided to us during the audit period.

We have independently sought from the Bank for the Fixed deposit whichare lien against Bank guarantee and letter of credit provided to various governmentdepartments and vendors.

Our audit procedures included review of the classification of the cashcash equivalent and other financial assets and any restriction on the use of the cash andcash equivalent.

3. Information Technology environment

We identified the information technology environment as an area offocus in our audit since Vakrangee Limited are dependent on their technology structureboth for the processing of their operations as well as for the reasonable preparation andpresentation of their standalone financial statements.

The Company has technological infrastructure for its businessactivities as well as ongoing plans for the improvement and maintenance of the access ofthe

management and change in the pertinent systems and applications thedevelopment of new programs and automated controls and automated components in therelevant business processes. The Control to authorise control restrict and cancelaccesses to technology environment and programme changes are fundamental for mitigatingthe potential risk of fraud or error based on the misuse or improper change in the systemsof the Company thus ensuring the integrity of the financial information and accountingrecords.

The Company has an information technology structure which comprisesmore than one technology environment with different processes and segregated controls. Thelack of suitability of the general technology control environment and its dependentcontrols could trigger incorrect processing of critical information for the preparation ofthe standalone financial statements.

Principal Audit Procedure

We evaluated and tested the design and operational effectiveness of thegeneral controls of information system i.e. VKMS of the Company. Although our audit is notfor the purpose of giving an opinion on effectiveness of the information technologycontrols we reviewed the group's framework of governance of IT and the controls on themanagement of access to the data the development of and changes in programs generationof financial information and other useful data for review of analytical data.

The IT environment and the controls established by management combinedwith the testing of controls including compensating controls which we have appliedprovide us reasonable basis for our reliance in the integrity and reliability of theinformation generated for the preparation of the Company's financial Statements.

4. Assessment of Credit Impairment loss of Financial Assets

The assessment of credit impairment loss is a Key Audit Matter as theCompany applies Expected Credit Loss (ECL) model on the financial assets as defined in thesignificant accounting policies given under Note2 (B)

(xi) (d).The value of financial assets on the balance sheet issignificant and there is a high degree of complexity and judgement involved for theCompany in estimating individual and collective credit impairment provisions against theseassets.

The Company's models to calculate ECLs are the weighted average ofcredit losses with the respective risks of default occurring as the weights beinginherently complex and judgement is applied in determining the correct construct of themodels.

There are also a number of key assumptions made by the Company inapplying the accounting standard requirements to the models including the selection andinput of forward-looking information.

The ECL model adopted by the management is based on their specificrecoverability assessment on individual item with reference to the aging profilehistorical payment pattern and the past record of default.

For the purpose of impairment assessment significant judgements andassumptions including the credit risks of customers the timing and amount of realisationof these assets are required for the identification of impairment events and thedetermination of the impairment charge.

Principal Audit Procedure

We have performed the following procedures in relation to assessment ofCredit Impairment loss of Financial Assets:

• Tested the accuracy of ageing of financial assets at year endbased on the agreed terms of contract with respective party;

• Assessed the recoverability of the unsettled financial assets ona sample basis through our evaluation of management's assessment and latest correspondencewith customers; and

• Evaluated the assumption used in ECL calculations under variousstress scenarios and the process used by management for classification of

trade receivables as given in Note 6 & 12 of the Standalonefinancial statements.

We found the key judgements and assumptions used by management in theCredit Impairment loss assessment of financial assets to be supportable based on theavailable evidence.

5. Recognition and Measurement of Deferred Tax

The recognition and measurement of deferred tax items requires at thelevel of the tax entity the complete determination of all differences between therecognition and the measurement of assets and liabilities in accordance with therespective local tax provisions and financial reporting in accordance with IND AS as wellas the calculation of tax loss carry forwards. This requires the significant calculationon account of carry forwards of losses Mat Credit entitlement and identification oftemporary differences. Furthermore the assessment of the ability to use deferred taxassets is based on the expectations of the management regarding the Company economicdevelopment which is influenced by the current market environment Co-venture support andthe assessment of future market development (Domestic and Overseas) and thus requires theuse ofjudgment.

Deferred Tax disclosed in Note 9 of the Standalone Financial Statementof Company for year ended include Deferred tax asset created on temporary differences ofRs 92.52 lacs. In light of this the recognition and measurement of deferred taxes was akey audit matter.

Principal Audit Procedure

In assessing the recognition and measurement of deferred taxes for theCompany among other procedures we analysed the underlying processes for the completecapture and measurement of deferred taxes and examined the controls implemented to preventor detect and correct errors.

Current tax laws allow to carry forward unused tax loss for 8assessment years and from the assessment year in which such tax loss was incurred.

During The Year Taxation Laws (Amendment) Ordinance 2019 promulgatedby President of India which was published in Gazette of India in September 2019. TheOrdinance has brought significance changes to Corporate Income Tax Rates. The Ordinanceprovides an option to domestic Companies to pay Income Tax at lower Rate (22%) instead ofNormal Rate 30%.

We have been informed by the Company's Management Company hasexercised Option of Lower Tax rate for Financial Year 2019-20 i.e. Assessment Year 2020-21

We have referred Ind AS Technical Facilitation Group (ITFG -Formed byICAI) Clarification given in Bulletin 23 regarding effect to lower tax rate as perordinance while determining current tax and deferred tax asset or liabilities for thepurpose of presenting financial statements as on March 312020.

Para 46 and 47 of Ind AS 12 Income Taxes State as follows:

Current tax liabilities (assets) for the current and prior periodsshall be measured at the amount expected to be paid to (recovered from) the taxationauthorities using the tax rates (and tax laws) that have been enacted or substantivelyenacted by the end of the reporting period.

Deferred tax assets and liabilities shall be measured at the tax ratesthat are expected to apply to the period when the asset is realised or the liability issettled based on tax rates (and tax laws) that have been enacted or substantively enactedby the end of the reporting period.

We examined on a sample basis the identification and quantification ofdifferences between the recognition and measurement of assets and liabilities according totax regulations and financial reporting pursuant to IND AS. We also reperformed thecalculation of deferred taxes.

Since Company has intended to opt for Lower Tax rate as per OrdinanceCompany has given effect while determining the current tax and deferred tax asset orliabilities for the purpose of presenting financial statement for the year ending March2020.

We have also focused on adequacy of the Company's disclosures ondeferred income tax positions and assumption used.

Our audit procedures did not lead to any reservations regarding therecognition and measurement of deferred taxes.

Reference to related disclosures

The Company has provided information on the recognition and measurementof deferred taxes in the Note 9 of the standalone financial statements.

Information Other than the Financial Statements and Auditor's ReportThereon

The Company's Board of Directors is responsible for the preparation ofother information. The other information comprises the information included in the AnnualReport for example Management Discussion and Analysis Board's Report including Annexuresto Board's Report Business Responsibility

Report Corporate Governance and Shareholder's Information but doesnot include the standalone financial statements and our auditor's report thereon.

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

In connection with our audit of the standalone financial statementsour responsibility is to read the other information and in doing so consider whethersuch other information is materially inconsistent with the standalone financial statementsor our knowledge obtained in the audit or otherwise appears to be materially misstated.If based on the work we have performed we conclude that there is a material misstatementof this other information we are required to report that fact. We have nothing to reportin this regard.

Management's Responsibilities for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters statedin section 134(5) of the Companies Act 2013 ("the Act") with respect to thepreparation of these standalone financial statements that give a true and fair view of thefinancial position financial performance total comprehensive income changes in equityand cash flows of the Company in accordance with the Ind AS and other accountingprinciples generally accepted in India. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingof the 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; and design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the accuracy and completeness of the accounting records relevant to thepreparation and presentation of the standalone financial statements that give a true andfair view and are free from material misstatement whether due to fraud or error.

In preparing the standalone financial statements the 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 the Management either intends to liquidate the Company or tocease operations or has no realistic alternative but to do so.

The Board of Directors are responsible for overseeing the Company'sfinancial reporting process.

Auditor's Responsibilities for the Audit of the Standalone FinancialStatements

Our objectives are to obtain reasonable assurance about whether thestandalone 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 control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances. Undersection 143(3)

(i) of the Companies Act 2013 we are also responsible for expressingour opinion on whether the Company has adequate internal financial controls system inplace and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made by 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 financial statements or if such disclosures are inadequate tomodify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor's report. However future events or conditions may cause the Companyto cease to continue as a going concern.

• Evaluate the overall presentation structure and content of thefinancial statements including the disclosures and whether the financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.

Materiality is the magnitude of the misstatement in the standalonefinancial statement that individually or in aggregate makes it probable that theeconomic decision of the reasonably knowledgeable user of the of the financial statementmay be influenced. We considered quantitative materiality and qualitative factor in (i)planning the scope of our audit work and in evaluating the result of our work and (ii)evaluate the effects of any identified misstatement 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 thought to bear on our independence and whereapplicable related safeguards.

From the matter communicated with those charge with governance wedetermine those matters that were of most significance in audit of standalone financialstatement of the current period and are therefore the key audit matters. We describe thesematters in our auditor's report unless law and regulation precludes public disclosureabout the matters or when in extremely rare circumstances we determine that the mattersshould not be communicated in our report because the adverse consequences of doing sowould 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 Section 143 of the Companies Act 2013 we give in the "Annexure A"a statement on the matters specified in paragraphs 3 and 4 of the Order to the extentapplicable.

2. As required by Section 143(3) of the Act based on our audit wereport that:

(a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.

(b) In our opinion proper books of account as required by law havebeen 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 OtherComprehensive Income the Statement of Changes in Equity and the Cash Flow Statement dealtwith by this Report are in agreement with the books of account.

(d) In our opinion the aforesaid standalone financial statementscomply with the Ind AS specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.

(e) On the basis of the written representations received from thedirectors as on March 312020 taken on record by the Board of Directors none of thedirectors is disqualified as on March 312020 from being appointed as a director in termsof Section 164(2) of the Act.

(f) With respect to the adequacy of the internal financial controlsover financial reporting of the Company and the operating effectiveness of such controlsrefer to our separate Report in "Annexure B" Our report expresses anunmodified opinion on the adequacy and operating effectiveness of the Company's InternalFinancial Controls over the financial reporting.

(g) With respect to the other matters to be included in the Auditor'sReport in accordance with the requirements of Section 197(16) of the Act as amended:

According to the information and explanations given to us the Companypaid remuneration amounting of 1411.43 lacs to its Executive Directors. As the Company didnot have adequate profits in the financial year ended March 312020 the remuneration paidin excess of limits specified under section 197 of Act read with Schedule V thereto theCompany has complied with statutory requirement prescribed to regularize such excesspayments including seeking approval of shareholders as necessary.

(h) With respect to the 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 litigations on itsfinancial position in its standalone financial statements.

Refer Note 37 to the standalone financial statements.

ii. The Company did not have any long-term contracts includingderivative contracts for which there were any material foreseeable losses.

iii. There has been no delay in transferring amount required to betransferred to the Investor Education and Protection Fund by the Company.

For A. P. Sanzgiri & Co.
Chartered Accountants
FRN: 116293W
Date: July 312020 Anil Agrawal
Place: Mumbai Partner
Membership No: 041396
UDIN: 20041396AAAAAC2527

Annexure "A" to the Independent Auditor's Report

(Referred to in paragraph 1 under 'Report on Other Legal and RegulatoryRequirements' section of our report to the

Members of VAKRANGEE LIMITED)

i. FIXED ASSET

a. The Company has maintained proper records showing full particularsincluding quantitative details and situation of fixed assets.

b. The Company has a program of verification to cover all the item offixed assets in a phased manner which in our opinion is reasonable having regard to thesize of the Company and nature

of its assets. Pursuant to program certain fixed assets werephysically verified by the management during the year. According to the information andexplanation given to us no material discrepancies were noticed on such verification.

c. According to the information and explanations given to us therecords examined by us and based on the examination of the conveyance deeds / registeredsale deed provided to us we report that the title deeds comprising all the immovableproperties of land and buildings which are freehold are held in the name of the Companyas at the balance sheet date. In respect of immovable properties of land and building thathave been taken on lease and disclosed as fixed assets in

the standalone financial statements the lease agreements are in thename of the Company.

ii. As explained to us the inventories were physically verifiedduring the year by the Management at reasonable intervals and no material discrepancieswere noticed on physical verification.

iii. The Company has not granted any loans secured or unsecuredto companies firm limited liability Partnership or other parties covered in the registermaintained under section 189 of the Companies Act 2013 ("the Act").

iv. In our opinion and according to the information andexplanations given to us the Company has complied with the provisions of the Section 185and 186 of the Act in respect to the loans making investment and providing guaranteesand securities as applicable.

v. According to the information and explanations given to us theCompany has not accepted any deposit during the year. The Company does not have anyunclaimed deposits and therefore the provisions of Sections 73 to 76 or any other relevantprovisions of the Companies Act 2013 are not applicable.

vi. The maintenance of cost records has not been specified by theCentral Government under section 148(1) of the Companies Act 2013 for the businessactivities carried out by the Company. Thus reporting under clause 3(vi) of the order isnot applicable to the Company.

vii. STATUTORY DUES

a. According to the information and explanations given to us and on thebasis of our examination of the records of the Company amounts deducted/ accrued in thebooks of account in respect of undisputed statutory dues including provident fundincome-tax sales tax employees' state insurance value added tax goods and service taxduty of customs service tax cess and other material statutory dues have been regularlydeposited during the year by the Company with the appropriate authorities.

According to the information and explanations given to us noundisputed amounts payable in respect of provident fund income tax sales tax employees'state insurance value added tax duty of customs service tax goods and service taxcess and other material statutory dues were in arrears as at March 312020 for a period ofmore than six months from the date they became payable.

b. According to the information and explanations given to us there areno dues of duty of customs goods and service tax and Income tax which have not beendeposited with the appropriate authorities on account of any dispute.

viii. The Company has not taken any loans and borrowings fromfinancial institutions banks and government or has not issued any debentures. Hencereporting under clause 3 (viii) of the Order is not applicable to the Company.

ix. The Company has not raised any moneys by way of initial publicoffer or further public offer (including debt instruments) or term loans and hencereporting under clause 3 (ix) of the Order is not applicable to the Company.

x. To the best of our knowledge and according to the informationand explanations given to us no fraud by the Company or no material fraud on the Companyby its officers or employees has been noticed or reported during the year.

xi. In our opinion and according to the information andexplanations give to us the Company paid remuneration amounting of Rs 1411.43 lacs to itsExecutive Directors.

As the Company did not have adequate profits in the financial yearended March 312020 the remuneration paid in excess of limits specified under section 197of Act read with Schedule V thereto the Company has complied with statutory requirementprescribed to regularize such excess payments including seeking approval of shareholdersas necessary.

xii. In our opinion and according to the information andexplanations given to us the Company is not a Nidhi Company. Accordingly Clause 3(xii)of the Order is not applicable.

xiii. According to the information and explanations given to us andbased on our examination of the records of the Company transactions with the relatedparties are in compliance with the Section 177 and 188 of the Companies Act 2013 whereapplicable and the details of transactions with the related parties have been disclosed inthe standalone financial statements as required by applicable Indian Accounting Standard.

xiv. According the information and explanations given to us andbased on our examination of the records of the

Company the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures during the year and hencereporting under clause 3 (xiv) of the Order is not applicable to the Company.

xv. According to the information and explanations given to us andbased on our examination of the records of the Company the Company has not entered intononcash transactions with directors or persons connected with him. Accordingly clause3(xv) of the Order is not applicable.

xvi. The Company is not required to be registered under section45-IA of the Reserve Bank of India Act 1934.

For A. P. Sanzgiri & Co.
Chartered Accountants
FRN: 116293W
Date: July 312020 Anil Agrawal
Place: Mumbai Partner
Membership No: 041396
UDIN: 20041396AAAAAC2527

Annexure "B" to the Independent Auditor's Report

(Referred to in paragraph 2(f) under 'Report on Other Legal andRegulatory Requirements' section of our report to the

Members of VAKRANGEE LIMITED of even date)

Report on the Internal Financial Controls over Financial Reporting withreference to the aforesaid Standalone Financial Statements under Clause (i) of Sub-section3 of Section 143 of the Companies Act 2013

We have audited the internal financial controls over financialreporting ofVAKRANGEE LIMITED ("the Company") as of March 31 2020 inconjunction with our audit of the Standalone Financial Statements of the Company for theyear 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 Companies Act 2013.

Auditors' Responsibility

Our responsibility is to express an opinion on the Company's internalfinancial controls over financial reporting based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls over FinancialReporting (the "Guidance Note") and the Standards on Auditing prescribed undersection 143(10) of the Companies Act

2013 to the extent applicable to an audit of internal financialcontrols. 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 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 therisks of material misstatement of the Standalone Financial Statements whether due tofraud or error.

We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the Company's internal financialcontrols system over financial reporting of the Company.

Meaning of Internal Financial Controls over Financial Reporting

A Company's internal financial control over financial reporting 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 control overfinancial reporting includes those policies and procedures that (1) pertain to themaintenance of records that in reasonable detail accurately and fairly reflect thetransactions 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 unauthorized acquisition use or disposition of theCompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over FinancialReporting

Because of the inherent limitations 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 bedetected. 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.

Opinion

In our opinion to best of our information and according to theexplanation given to us 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 March 31 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. P. Sanzgiri & Co.
Chartered Accountants
FRN: 116293W
Date: July 312020 Anil Agrawal
Place: Mumbai Partner
Membership No: 041396
UDIN: 20041396AAAAAC2527