TO THE MEMBERS OF B.N.RATHI SECURITIES LIMITED
Report on the Audit of StandaloneInd AS Financial Statements
Opinion
We have audited the accompanyingstandaloneInd AS financial statements of B.N.Rathi
Securities Limited("the Company"), which comprise the BalanceSheet as at March
31, 2023,the Statement of Profit and Loss (including Other Comprehensive Income), the Cash
Flow Statementand the Statement of Changes in Equity for the year then ended, and notes to
the financial statements, including a summaryof 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 Companies Act 2013, as amended ("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 March 31, 2023, and profit, changes
in 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) specified
undersection 143(10) of the Act . Our responsibilities under those Standards arefurther
described in the Auditors Responsibilities for the Audit of the Financial
Statementssection of our report. We are independent of the Company in accordance with the
"Code ofEthics" issued by the Institute of Chartered Accountants of India
together with the ethicalrequirements that are relevant to our audit of the financial
statements under the provisions ofthe Act and the Rules thereunder, 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 basis forour audit opinion on the financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of
mostsignificance in our audit of the financial statements of the current period. These
matters wereaddressed in the context of our audit of the financial statements as a whole,
and in formingour opinion thereon, and we do not provide a separate opinion on these
matters.
Other Information
The Companys Board of Directors is responsible for the other information. The other
information comprises the information included in the Annual Report, but does not include
the Standalone Financial Statements and our auditors report thereon. Our opinion on the
Standalone 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 Standalone
Financial Statements, our responsibility is to read the other information and, in doing
so, consider whether such other information is materially inconsistent with the Standalone
Financial Statements or 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 misstatement of this other information, we are required to report that fact. We
have nothing to report in this regard.
Managements Responsibility for the Standalone Ind AS Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section
134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of
these Ind AS financial statements that give a true and fair view of the financial
position, financial performance including other comprehensive income, cash flows and
changes in equity of the Company in accordance with accounting principles generally
accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under
section 133 of the Act, read with relevant rulesissued there under.
This responsibility also includes maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding of the assets of the 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 the design, implementation and maintenance of adequate
internal financial control that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of
the Ind AS financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the
Companys 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.
Those Board of Directors are also responsible for overseeing the Companys
financialreporting process.
Auditors Responsibility for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to fraud or error,
and to issue an auditors report that includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an audit conducted in accordance with SAs
will always detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional scepticism throughout the audit. We also:
a) Identify and assess the risks of material misstatement of the financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those
risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for
our opinion. The risk of not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control. b) Obtain
an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act,
we are also responsible for expressing our opinion on whether the company has adequate
internal financial controls system in place and the operating effectiveness of such
controls.
c) Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.
d) Conclude on the appropriateness of managements use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Companys
ability to continue as a going concern. If we conclude that a material uncertainty exists,
we are required to draw attention in our auditors report to the related disclosures in
the 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 auditors
report. However, future events or conditions may cause the Company to cease to continue as
a going concern.
e) Evaluate the overall presentation, structure and content of the financial
statements,including the disclosures, and whether the financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any
significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied
with relevant ethical requirements regarding independence, and to communicate with them
all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the financial statements of the
current period and are therefore the key audit matters. We describe these matters in our
auditors report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be
communicated inour report because the adverse consequences of doing so would reasonably be
expected tooutweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors report) Order, 2020 ("the Order")
issued by the Central Government of India in terms of sub-section (11) of section 143 of
the Act, we give in the Annexure 1 a statement on the matters specified in paragraphs 3
and 4 of the Order.
2. As required by section 143 (3) of the Act, we report that:
i. We have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary for the purpose of our audit; ii. 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;
iii. The Balance Sheet, the Statement of Profit and Loss, the Cash Flow Statement and
the
Statement of Changes in Equity dealt with by this Report are inagreement with the books
of account;
iv. In our opinion, the aforesaid standalone Ind AS financial statements comply with
the Indian
Accounting Standards prescribed under section 133 of the Act, read with relevant rules
issued there under;
v. On the basis of written representations received fromthe directors as on March 31,
2023, and taken on recordby the Board of Directors, none of the directors isdisqualified
as on March 31, 2023, from being appointedas a director in terms of section 164 (2) of the
Act;
vi. 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 2to this report;
vii. In our opinion, the managerial remuneration for the year ended March 31, 2023 has
been paid / provided by the Company to its directors in accordance with the provisions of
section 197 read with Schedule V to the Act;
viii. With respect to the other matters to be included in the Auditors 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 does not have any pending litigations which would impact its financial
position other than those disclosed.
ii) the Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses.
iii) there has been no delay in transferring amounts, required to be transferred to the
Investor Education and Protection Fund by the Company.
iv) a) The management has represented that, to the best of its knowledge and belief, no
funds have been advanced or loaned or invested (either from borrowed funds or share
premium or any other sources or kind of funds) by the company to or in any other person or
entity, including foreign entities ("Intermediaries"), with the understanding,
whether recorded in writing or otherwise, that the Intermediaries shall, whether, directly
or indirectly lend or invest in other person or entity identified in any manner whatsoever
by or on behalf of the Company ("Ultimate Beneficiaries") or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries;
b) The management has represented that, to the best of its knowledge and belief, no
funds have been received by the company from any person or entity, including foreign
entities ("Funding Parties"), with the understanding, whether recorded in
writing or otherwise, that the company shall, whether, directly or indirectly, lend or
invest in other person or entity identified in any manner whatsoever by or on behalf of
the Funding Parties ("Ultimate Beneficiaries") or provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries; and c) Based on the audit
procedures that were considered reasonable and appropriate in the circumstances, nothing
has come to our notice that has caused us to believe that the representations under
sub-clause (a) and (b) contain any material misstatement.
v) a) The final dividend paid by the Company during the year in respect of the same
declared for the previous year is in accordance with section 123 of the Act to the extent
it applies to payment of dividend.
b) The interim dividend declared and paid by the Company during the year and until the
date of this audit report is in accordance with section 123 of the Act.
c) The Board of Directors of the Company have proposed final dividend for the year
which is subject to the approval of the members at the ensuing Annual General Meeting. The
dividend declared is in accordance with section 123 of the Act to the extent it applies to
declaration of dividend.
|
For Seshachalam& Co. |
|
Chartered Accountants |
|
Firm Registration Number.: 003714S |
|
Sd/- |
|
T. Bharadwaj |
|
Partner |
| Place: Hyderabad, |
Membership No.:201042 |
| Date: May15, 2023 |
UDIN: 23201042BHAKQQ7626 |
+91-9892691696
