To,
The Members of Centerac Technologies Limited.
Report on the audit of the financial statements (Standalone).
Opinion
We have audited the accompanying financial statements of M/s. Centerac
Technologies Limited (“the Company”), which comprise the balance sheet as at
March 31, 2023, and the Statement of Profit and Loss (including Other Comprehensive
Income), the Statement of Changes in Equity and statement of cash flows for the year ended
on that date, and notes to the financial statements, including 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 financial statements give the information required
by the Companies Act, 2013 (‘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, its profit& Loss (including the
Other Comprehensive Income), Statement of Changes in Equity and cash flows for the year
ended on that date.
Basis for opinion
We conducted our audit in accordance with the standards on auditing
specified under section 143 (10) of the Companies Act, 2013. Our responsibilities under
those Standards are further described in the auditors responsibilities for the audit
of the 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 together with the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Act and the rules thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the
code of ethics.
We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Information other than the financial statements and auditors
report thereon
The Companys board of directors is responsible for the
preparation of the other information. The other information comprises the information
included in the Boards Report including Annexures to Boards Report, Business
Responsibility Report but does not include the financial statements and our auditors
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 standalone financial statements or
our knowledge obtained during the course of our 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 financial statements
The Companys board of directors are responsible for the matters
stated in section 134 (5) of the Act with respect to the preparation of these financial
statements that give a true and fair view of the financial position, financial performance
and cash flows of the Company in accordance with the accounting principles generally
accepted in India, including the accounting standards specified under section 133 of the
Act. 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 design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of
the financial statement 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.
The board of directors is also responsible for overseeing the
Companys financial reporting process.
Auditors responsibilities 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
skepticism throughout the audit. We also:
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 the internal
control.
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 Companies Act, 2013, 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
Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates and related disclosures made by management.
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.
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 in our
report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
Report on other legal and regulatory requirements
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 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 extent
applicable.
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 including Other
Comprehensive Income, and the cash flow statement dealt with by this report are in
agreement with the books of account;
(d) In our opinion, the aforesaid financial statements comply with the
Ind AS 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 March 31, 2023taken on record by the board of directors, none of the
directors is disqualified as on March 31, 2023 from being appointed as a director in terms
of Section 164 (2) of the Act;
(f) 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”
(g) 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 has no impact of pending Litigation on its
financial position in its financial statement; ii. The Company did not have any long-term
contracts including derivative contracts for which there were any material foreseeable
losses; and
iii. There has not been an occasion in case of the Company during the
year under report to transfer any sums to the Investor Education and Protection Fund. The
question of delay in transferring such sums does not arise.
For R.B Pandya & Co, |
Chartered Accountants, |
Firm Registration No: 107331W |
Sd/- |
Rajesh B. Pandya |
Proprietor |
Membership No: 033788 |
UDIN: 23033788BGWPKO8935 |
Place: Mumbai |
Date:29th May, 2023 |
Annexure “A” to the Independent Auditors Report
(Referred to in paragraph 1 under ‘Report on other legal and
regulatory requirements section of our report to the members of M/s. Centerac
Technologies Limited of even date)
i) a) InrespectoftheCompanysfixedassets:
A) The Company is maintaining proper records showing full particulars,
including quantitative details and situation of Property, Plant and Equipment.
B) The Company has no Intangible Assets.
b) Property, Plant and Equipment have been physically verified by the
management at reasonable intervals and no material discrepancies were found during the
course of Audit.
c) The Company has no immovable properties.
d) The Fixed Assets of the Company have not been revalued during the
year.
e) There are no proceedings initiated or are pending against the
Company for holding any benami property under the Benami Transactions (Prohibition) Act,
1988 (45 of 1988) and rules made thereunder.
ii) There is no Opening Balance of Inventory as well as no
sale/Purchase transactions been undertaken by the Company for the period under the review.
Hence, The Company has not maintained any inventory during the year. The requirement of
clause (ii) (a) and (b) of paragraph 3 of the said Order is not applicable to the Company.
iii) The company has not made any investments in, or provided any
guarantee or security or granted any loans or advances in the nature of loans, secured or
unsecured, to companies, firms, Limited Liability Partnerships or any other parties.
iv) The Company has not given any Loan, Guarantee, Security to any
person or body corporate as per the provisions of sec 185 and 186 of the Act. Therefore,
this clause is not applicable to the Company.
v) The Company has not accepted any deposits from the public covered
under Section 73 to 76 of the Act, and the Companies (Acceptance of deposits) Rules, 2014
(as amended). Hence the provisions of clause 3(v) are not applicable.
vi) As informed to us, the Central Government has not prescribed
maintenance of cost records under sub-section (1) of Section 148 of the Act.
vii) (a) The Company does not have any liability towards employees
during the year, under the Provident Fund Act and Employees State Insurance Act, hence the
question of timely deposit of the Provident Fund dues and Employees State Insurance
Scheme, does not arise. The company is regular in depositing the undisputed statutory
dues, Income-tax, Service Tax, Value added Tax, Goods and Services Tax, cess, and other
material statutory dues, as applicable.
(b) No undisputed amounts payable in respect of Income-tax, Service
Tax, Value Added tax, goods and services tax, cess and other statutory dues were
outstanding , at the year end, for a period of more than six months from the date they
became payable.
viii) There are no transactions which were not recorded in the books of
account previously or have been surrendered or disclosed as income during the year in the
tax assessments under the Income Tax Act, 1961 (43 of 1961)
ix) The company has not defaulted in the repayment of any loans or
interest thereon from any financial institution or banks.
x) (a) The company has not raised moneys by way of initial public offer
or further public offer including debt instrument. Accordingly, the provisions of clause
(x)(a) of the order are not applicable to the Company and hence not commented upon.
(b) The Company has issued 5,00,000 5% Optionally Convertible
Debentures (“OCD”) (UNLISTED) of Face Value 10/- each during the year and
requirements of Section 42 and Section 62 of the Companies Act,2013 have been duly
complied with and the funds raised have been used for the purposes for which the funds
were raised.
xi) Based upon the audit procedures performed and the information and
explanations given by the management, we report that no fraud by the Company or on the
company by its officers or employees has been noticed or reported during the year. There
were no reports filed by Auditors in Form ADT 4 and no whistle blower complaints were
brought to our notice.
xii) In our opinion, the Company is not a Nidhi Company. Therefore, the
provisions of clause xii(a), (b) and (c) of the Order are not applicable to the Company.
xiii) According to explanation and information given to us, the
transactions with related parties are in compliance with section 177 and 188 of the Act,
as detailed under Notes to Accounts attached to the Financial Statements of the Company
for Financial Year 2022-2023.
xiv) The Company has an Internal Audit System and the same commensurate
with the size and nature of its business.
The Internal Audit Report issued to the Company has been considered by
us for the year under Audit. xv) The company has not entered into any non-cash transaction
with directors or persons connected with him. Accordingly, the provisions of clause 3(xv)
of the order are not applicable to the Company and hence not commented upon.
xvi) In our opinion, the company is not required to be registered under
section 45IA of the Reserve Bank of India Act, 1934 and also it has not undertaken any
NBFC related activities or Housing Finance Activities. It is also not a Core Investment
Company (CIC). Accordingly, the provisions of clause (xvi)(a), (b), (c) and (d) of the
order are not applicable to the company.
xvii) The Company has recorded a cash profit of Rs. 2.83 Lakhs for FY
2022-23. In the preceding FY 2021-22, cash Loss was Rs. 19.70 Lakhs.
xviii) There was no case of resignation of the statutory auditors
during the year.
xix) Since the Company has no Inventories including any CWIP, Ratio
Analysis was not undertaken for certain ratios. The Company has planned out the projects
at present and is also in the process of mobilizing the funds for the projects. However,
considering the nature and quantum of the Liabilities disclosed in the balance sheet, the
Auditor is of the opinion that Company shall be able to settle its liabilities within a
period of one year from the date of balance sheet.
xx) The Company has no ongoing or planned projects at present and has
no unspent funds with respect to compliance with second proviso to sub-section (5) of
section 135 of the Companies Act 2013. Hence Clause (xx)(a) and (b) are not applicable to
the Company.
xxi) The requirement of Consolidated Financial Statements is not
applicable to the Company. Therefore Clause xxi is not applicable to the Company.
For R.B Pandya & Co, |
Chartered Accountants, |
Firm Registration No: 107331W |
Sd/- |
Rajesh B. Pandya |
Proprietor |
Membership No: 033788 |
UDIN: 23033788BGWPKO8935 |
Place: Mumbai |
Date: 29thMay, 2023 |
Annexure “B” to the Independent Auditors Report on the
standalone financial statements of M/s. Centerac Technologies Limited for the year ended
31stMarch 2023.
Report on the Internal Financial Controls under Clause (f) of
Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial
reporting of M/s. Centerac Technologies Limited ("the Company") as of March
31,2023 in conjunction with our audit of the standalone financial statements of the
Company for the year ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys 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 companys 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.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal
financial controls over financial reporting 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") and the Standards on Auditing, issued by ICAI
and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the
extent applicable to an audit of internal financial controls, both applicable to an audit
of Internal Financial Controls and, both issued by the Institute of Chartered Accountants
of India. 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 auditors judgment, 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 Companys internal financial
controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A companys 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 companys 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 authorisations 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
companys 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, 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, 2023, 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
For R.B Pandya & Co, |
Chartered Accountants, |
Firm Registration No: 107331W |
Sd/- |
Rajesh B. Pandya |
Proprietor |
Membership No: 033788 |
UDIN : 23033788BGWPKO8935 |
Place:Mumbai |
Date: 29thMay, 2023 |
CENTERAC TECHNOLOGIES LIMITED
L17231MH1993PLC071975
+91-9892691696
