Independent Auditor’s Report
To the Members of _________ Private Limited/ Limited
Report on the Audit of the Standalone Financial Statements
Opinion
We have audited the accompanying
standalone financial statements of __________Limited, which comprise the
balance sheet as at 31st March 2021, and the statement of profit and loss and
cash flow for the year then ended, and a summary of significant accounting
policies and other explanatory information.
In our opinion and to the best
of our information and according to the explanations given to us, the aforesaid
standalone financial statements give the information required by the Act in the
manner so required and give a true and fair view in conformity with the
accounting principles generally accepted in India, of the state of affairs
of the Company as at 31st March 2021 and its profit for the year ended on that
date.
Basis of Opinion
We conducted our audit of the
standalone financial statements in accordance with the Standards on Auditing
specified under section 143(10) of the Act (SAs). Our responsibilities under
those Standards are further described in the Auditor’s Responsibilities
for the Audit of the Standalone Financial Statements section of our
report. We are independent of the Company in accordance with the Code of Ethics
issued by the Institute of Chartered Accountants of India (ICAI) together with
the independence requirements that are relevant to our audit of the
standalone financial statements under the provisions of the Act and the
Rules made thereunder, and we have fulfilled our other ethical responsibilities
in accordance with these requirements and the ICAI’s Code of Ethics. We
believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion on the standalone financial
statements.
Information Other than the Financial Statements and
Auditor’s Report Thereon
• The Company’s Board of
Directors is responsible for the other information. The other information comprises
the information included in the Board's report, but does not include the
financial
statements and our auditor’s
report thereon.
• Our opinion on the financial
statements does not cover the other information and we do not express any form
of assurance conclusion thereon
• In connection with our audit
of the financial statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially
inconsistent with the financial statements or our knowledge obtained
during the course of our audit or otherwise appears to be materially
misstated.
• If based on the work performed
on the other information that we have obtained prior to the date of this
auditor’s report, we conclude that is a material misstatement of this other
information, we are required to report this fact. We have nothing to
report in this regard.
Management’s Responsibility for the Standalone Financial
Statements
The Company’s Board of Directors
is responsible for the matters stated in section 134(5) of the Act with
respect to the preparation of these standalone financial statements that give a
true and fair view of the financial position, financial performance and
cash flow of the Company in accordance with the accounting principles
generally accepted in India. This responsibility also includes maintenance
of adequate accounting records in accordance with the provisions of the
Act for safeguarding the assets ofthe Company and for preventing and detecting
frauds and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are reasonable and prudent
and relevant to the preparation and presentation of the standalone
financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
In preparing the standalone
financial statements, management is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting
unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
The Board of Directors are
responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibility
Our responsibility is to express
an opinion on these standalone financial statements based on our audit.
We have taken into account the
provisions of the Act, the accounting and auditing standards and matters which
are required to be included in the audit report under the provisions of the Act
and the Rules made there under.
We conducted our audit in
accordance with the Standards on Auditing specified under Section 143(10) of
the Act. Those Standards require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free from material misstatement.
An audit involves performing
procedures to obtain audit evidence about the amounts and the disclosures in
the financial statements. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant to
the Company’s preparation of the financial statements that give a true and
fair view in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion
on whether the Company has in
place an adequate internal financial controls system over financial reporting
and the operating effectiveness of such controls. An audit also includes
evaluating the appropriateness of the accounting policies used and the
reasonableness of the accounting estimates made by the Company’s Directors,
as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit opinion on the
standalone financial statements.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies
(Auditor’s Report) Order, 2016 issued by the Central Government of India
in terms of sub-section (11) of section 143 of the Act, we give in “Annexure A”
a statement on the matters specified in paragraphs 3 and 4 of the Order to
the extent applicable.
2. As required by Section 143
(3) of the Act, we report that:
(a) We have sought and obtained
all the information and explanations which to the best 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 and the cash flow statement dealt with by this
Report are in agreement with the books of account;
(d) In our opinion, the
aforesaid standalone financial statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014;
(e) On the basis of the written
representations received from the directors as on 31 March 2021 taken on
record by the Board of Directors, none of the directors is disqualified as on
31 March 2021 from being appointed as a director in terms of Section 164
(2) of the Act; and
(f) With respect to the adequacy
of internal financial controls over financial reporting of the Company and
the operating effectiveness of such controls is not applicable.
Or
With respect to the adequacy of
the internal financial controls over financial reporting of the Company
and the operating effectiveness of such controls, refer to our separate Report
in “Annexure B”. Our report expresses an unmodified opinion on the
adequacy and operating effectiveness of the Company’s internal financial
controls over financial reporting.
(g) With respect to the other
matters to be included in the Auditor’s Report in accordance with the
requirements of Section 197(16) of the Act, as amended:
In our opinion and to the best
of our information and according to explanations given to us, the remuneration
paid by the Company to its directors during the year is in accordance with
the provisions of section 197 of the Act. OR
(g) With respect to the other
matters to be included in the Auditor’s Report in accordance with the requirements
of section 197(16) of the Act, as amended, in our opinion and to the best of
our information and according to the explanations given to us, the Company
has not paid / provided any remuneration to its directors during the year
and hence the provisions of section 197(16) of the Companies Act, 2013 is
not applicable to the Company.
(h) With respect to the other matters
to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and 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 financial
statements;
ii. The Company did not have any
long-term contracts including derivative contracts for which there were
any material foreseeable losses and
iii. There were no amounts which
were , required to be transferred, to the Investor Education and
Protection Fund by the Company.
For ____________.
Chartered Accountants
FRN: __________W
_____________
Name:
Membership NO
Place:
City:
UDIN :
Annexure A to the Independent Auditors’ Report
The Annexure referred to in our
Independent Auditors’ Report to the members of the Company on the standalone
financial statements for the year ended 31st March 2021, we report that:
(i) (a) As per information and
explanation given to us, the Company is maintaining proper records showing
full particulars, including quantitative details and situation of fixed assets
(property, plant and equipment)
(b) The Company has a regular
program of physical verification of its fixed assets by which fixed assets
are verified in a phased manner over a period of three years. In accordance
with this program, certain fixed assets were verified during the year and
no material discrepancies were noticed on such verification. In our
opinion, this periodicity of physical verification is reasonable having
regard to the size of the Company and the nature of its assets.
(ii) (a) The physical
verification of inventory has been conducted at reasonable intervals by
the management;
(b) The procedures of physical
verification of inventory followed by the management are reasonable and
adequate in relation to the size of the company and the nature of its business;
(C) The company is maintaining
proper records of inventory and no material discrepancies were noticed on
physical verification;
(iii)The Company has not granted
loans to bodies corporate covered in the register maintainedunder section 189
of the Companies Act, 2013.
(iv) The company has complied
with the provisions of section185 and 186 of the Companies Act, 2013 in
respect of loans, investment guarantees and security, to the extent applicable.
(v) The Company has not accepted
any deposits during the year under section 73 to 76 of the Companies Act,
2013 and rules made thereunder.
(vi) The Central Government has
not prescribed the maintenance of cost records under section 148(1) of the
Act, for any of the services rendered by the Company.
(vii) (a) According to the
information and explanations given to us and on the basis of our
examination of the records of the Company, amounts deducted/ accrued in the
books of account in respect of undisputed statutory dues including
provident fund, income tax, sales tax, wealth tax, service tax, duty of
customs, value added tax, goods and services tax, cess and other material
statutory dues have been regularly deposited during the year by the Company
with the appropriate authorities. As explained to us, the Company did not
have any dues on account of employees’ state insurance and duty of excise.
(b) According to the information
and explanations given to us, no undisputed amounts payable in respect of
provident fund, income tax, sales tax, wealth tax, service tax, duty of customs,
value added tax, cess , goods and services tax and other material statutory
dues were in arrears as at 31stMarch 2020 for a period of more than six
months from the date they became payable.
(c) The amount required to be
transferred to investor education and protection fund in accordance with
the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules
made thereunder has been transferred to such fund within time.
(viii) The Company has not
defaulted in repayment of dues to financial institutions, banks or
debenture holders during the year. . In our opinion and according to the
information and the explanations given to us, the Company has not given
any guarantee for loans taken by others from banks or financial
institutions.
(ix) . The Company did not raise
any money by way of initial public offer or further public offer (including
debt instruments) and term loans during the year. Hence reporting under clause
3 (ix) of the order is not applicable to the Company
(x) According to the information
and explanations given to us, no material fraud on or by the Company has
been noticed or reported during the course of our audit.
(xi) According to the
information and explanations give to us and based on our examination of the
records of the Company, the Company has not paid / not provided for
managerial remuneration in the books of accounts. Accordingly reporting
under clause 3 (xi) of the order is not applicable to the Company.
(xii) In our opinion and
according to the information and explanations 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, all transactions with related parties
are in compliance with sections 177 and 188 of the Companies Act, 2013
where applicable and the details have been disclosed in the Financial
Statements as required by the applicable accounting standards.
(xiv) The company has not made
any preferential allotment or private placement of shares or full or
partly convertible debentures during the year under review.
OR
(xiv) According to the
information and explanations given to us, the Company has made preferential
allotment and private placement of shares during the year under review.
In respect of the above issue, we further report that
a) the requirement of Section 42 of the Companies
Act, 2013, as applicable, have been complied with; and
b) the amounts raised have been applied
by the Company during the year for the purposes for which the funds were raised.
The Company has not made preferential allotment or private placement of fully
or partly convertible debentures during the year under review
(xv) According to the
information and explanations given to us and based on our examination of the
record of the company has not entered into any non-cash transactions with
directors or persons connected with them. Accordingly, clause (xv) of the
Order is not applicable and hence not commented upon.
(xvi) The company is not
required to be registered under section 45-IA of the Reserve Bank of India
Act, 1934.
For ____________.
Chartered Accountants
FRN: __________W
_____________
Name:
Membership NO
Place:
City:
UDIN
ANNEXURE “B” TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 1(f)
under ‘Report on Other Legal and Regulatory Requirements’ section of our report
of even date)
Report on the Internal Financial
Controls Over Financial Reporting under Clause (i) of Subsection 3 of Section
143 of the Companies Act, 2013 (“the Act”)
We have audited the internal
financial controls over financial reporting of ________ Private Limited (“the Company”)
as of March 31, 2021 in conjunction with our audit of the non Ind AS/ Ind AS
financial statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial
Controls
The Company’s management is
responsible for establishing and maintaining internal financial controls based
on the internal control over financial reporting criteria established by the
Company considering the essential components of internal control stated in
the Guidance Note on Audit of Internal Financial Controls Over Financial
Reporting issued by the Institute of Chartered Accountants of India.
These
responsibilities include the
design, implementation and maintenance of adequate internal financial controls
that were operating effectively for ensuring the orderly and efficient conduct
of its business, including adherence to company’s policies, the
safeguarding of its assets, the prevention and detection of frauds and
errors, the accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information, as required under the
Companies Act, 2013.
Auditor’s Responsibility
Our responsibility is to express
an opinion on the Company's internal financial controls over financial reporting
of the Company based on our audit. We conducted our audit in accordance with
the Guidance Note on Audit of Internal Financial Controls Over Financial
Reporting (the “Guidance Note”) issued by the Institute of Chartered
Accountants of India and the Standards on Auditing prescribed under
Section 143(10) of the Companies Act, 2013, to the extent applicable to an
audit of internal financial controls.
Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform
the audit to obtain reasonable assurance about whether adequate internal
financial controls over financial reporting was established and maintained
and if such controls operated effectively in all material respects.
Our audit involves performing
procedures to obtain audit evidence about the adequacy of the internal financial
controls system over financial reporting and their operating effectiveness. Our
audit of internal
financial controls over
financial reporting included obtaining an understanding of internal
financial controls over financial reporting, assessing the risk that a
material weakness exists, and testing and evaluating the design and
operating effectiveness of internal control based on the assessed risk.
The procedures selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the financial
statements, whether due to fraud or error
We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion on the Company’s internal financial controls system
over financial reporting Meaning of Internal Financial Controls Over Financial
Reporting
A company's internal financial
control over financial reporting is a process designed to provide
reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company's
internal financial control over financial reporting includes those
policies and procedures that
(1) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company;
(2) provide reasonable assurance
that transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the company
are being made only in accordance with authorizations of management and
directors of the company; and
(3) provide reasonable
assurance regarding prevention or timely detection of unauthorised
acquisition, use, or disposition of the company'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 financial reporting, including
the possibility of collusion or improper management override of controls,
material misstatements due to error or fraud may occur and not be
detected. Also, projections of any evaluation of the internal financial
controls over financial reporting to future periods are subject to the
risk that the internal financial control over financial reporting may
become inadequate because of changes in conditions, or that the degree of compliance
with the policies or procedures may deteriorate.
Opinion
In our opinion, to the best of
our information and according to the explanations given to us, the
Company has, in all material respects, an adequate internal financial
controls system over financial reporting and such internal financial
controls over financial reporting were operating effectively as at March 31,
2021, based on the criteria for internal financial control over financial
reporting established by the Company considering the essential components
of internal control stated in the Guidance Note on Audit of Internal
Financial Controls Over Financial Reporting issued by the Institute of
Chartered Accountants of India.
Disclaimer: The entire contents of this document have been
prepared on the basis of relevant provisions. This is just the draft
and do not constitute any legal outcome of any report. The Author is no where
responsible and author does not constitute any conclusive report or format and
thus shall not be liable in any Circumstances. Just for knowledge
purpose.
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