cosco india ltd Auditors report

To the members of Cosco (India) Limited

Report on the audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone ?nancial statements of Cosco India Ltd ("the Company"), which comprise the standalone Balance Sheet as at March 31, 2023, the standalone Statement of Pro?t and Loss (including Other Comprehensive Income), the standalone Statement of Changes in Equity and the standalone Statement of Cash Flows for the year ended on that date, notes to the standalone ?nancial statements and a summary of the signi?cant accounting policies and other explanatory information (hereinafter referred to as "the standalone ?nancial statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone ?nancial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2023, the pro?t and total comprehensive income, changes in equity and its cash ?ows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone ?nancial statements in accordance with the Standards on Auditing speci?ed under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditors 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 ethical requirements that are relevant to our audit of the standalone ?nancial statements under the provisions of the Act and the Rules made thereunder, and we have ful?lled our other ethical responsibilities in accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence we have obtained is suf?cient and appropriate to provide a basis for our audit opinion on the standalone ?nancial statements.

Emphasis of matter:

Note no. 5.3 regarding recoverable amount of land compensation, Note No. 9.2 regarding trade receivables, Note no. 19.3 regarding trade payable.

Our opinion is not quali?ed in respect of these matters.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most signi?cance in our audit of the standalone ?nancial statements of the current period. These matters were addressed in the context of our audit of the standalone ?nancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to be communicated in our report. We have ful?lled the responsibilities described in the Auditors responsibilities for the audit of the standalone Ind AS ?nancial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the standalone Ind AS ?nancial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying standalone Ind AS ?nancial statements.

The Key Audit Matter	How the matter was addressed in our audit
Trade Receivables/ Trade payables note no 9.2 and 19.3	Principal audit procedures performed
Trade receivables, trade payables and advances against import constitute signi?cant amount and includes both indigenous and foreign vendors.	We have applied the following relevant audit procedures:
	Checking the subsequent realisations/ payments to ensure veracity of these accounts.
Company has sent letters for con?rmations which are awaited. The foreign trade receivables are subject to exchange ?uctuation exposure.	Checking the recording, realisations, payments of monetary assets/ liabilities at transaction/ realisation and payment date and Reinstatement thereof at reporting date as per the relevant Ind AS and recording of the exchange differences in the statement of pro?t and loss.

Information Other than the Standalone 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 Annual Report through Management Discussion and Analysis, Boards Report including Annexures thereto, Business Responsibility Report, Corporate Governance, Secretarial audit report and Shareholders Information etc, but does not include the standalone ?nancial statements and our auditors report thereon.

Our opinion on the standalone ?nancial statements does not cover the other information and we will not express any form of assurance conclusion thereon.

In connection with our audit of the standalone ?nancial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone ?nancial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. The information included in the Annual report i.e. Directors Report, Management Discussion and Analysis, Corporate Governance Report, etc. is expected to be made available to us after the date of this auditors report.

When we read the annual report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and describe actions applicable under the applicable laws and regulations.

Managements Responsibility for the Standalone Financial Statements

The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone ?nancial statements that give a true and fair view of the state of affairs, pro?t/ loss and total comprehensive income, changes in equity and cash ?ows of the company in accordance with the accounting principles generally accepted in India including the Indian Accounting Standards (Ind AS) speci?ed 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 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 ?nancial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone ?nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone ?nancial statements, the Management and Board of Directors are 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 Board of Directors 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 ?nancial reporting process.

Auditors Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone ?nancial 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 in?uence the economic decisions of users taken on the basis of these standalone ?nancial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the standalone ?nancial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is suf?cient 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.

Obtain an understanding of internal ?nancial controls 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 ?nancial 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 and Board of directors.

Conclude on the appropriateness of management and Board of Directors 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 signi?cant 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 standalone ?nancial 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 standalone ?nancial statements, including the disclosures, and whether the standalone ?nancial 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 signi?cant audit ?ndings, including any signi?cant de?ciencies 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 signi?cance in the audit of the standalone ?nancial 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 bene?ts of such communication.

Report on Other Legal and Regulatory Requirements

1 As required by Section 143(3) of the Act, we report that:

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.

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 and proper returns adequate for the purpose our audit have been received from branches not visited by us.

The standalone balance sheet, the standalone statement of pro?t and loss including other comprehensive income, standalone statement of changes in equity and the standalone statement of cash ?ow dealt with by this Report are in agreement with the books of account.

In our opinion, the aforesaid standalone ?nancial statements comply with Ind As speci?ed under Section 133 of the Act.

on the basis of the written representations received from the directors as on 31-3-2023 taken on record by the Board of Directors, none of the directors is disquali?ed as on 31-March-2023 from being appointed as a director in terms of Section 164 (2) of the Act;

with respect to the adequacy of the internal ?nancial controls of the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure A"; and

With respect to the matters to be included in the Auditors Report under section 197(16) of the Act, in our opinion and to information and 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 read with schedule V of the Act, The Ministry of Corporate Affairs has not prescribed other details under section 197(16) of the Act which are required to be commented upon by us.

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 disclosed the impact of pending litigations on its ?nancial position in its ?nancial statements (Refer Note 35);

the Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses;

During the ?nancial year 2022-23 company has deposited 76,248 in the Investor Education and Protection Fund (IEPF) pertaining to the unclaimed/unpaid dividend declared on 12.08.2015. Apart from this, there is no balance amount which is required to be transferred to the IEPF by the company.

(a) The Management has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) 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 entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in any other persons or entities identi?ed in any manner whatsoever by or on behalf of the Company ("Ultimate Bene?ciaries") or provide any guarantee, security or the like on behalf of the Ultimate Bene?ciaries;

The Management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identi?ed in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Bene?ciaries") or provide any guarantee, security or the like on behalf of the Ultimate Bene?ciaries;

Based on the audit procedures performed that have been 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 (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement

The Company has not declared or paid any dividend during the year and has not proposed ?nal dividend for the year and therefore the requirement of compliance of Sec 123 of the Act are not applicable.

2 As required by the Companies (Auditors Report) Order, 2020 (the "Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters speci?ed in paragraphs 3 and 4 of the Order to the extent applicable.

For Madan & Associates

Chartered Accountants Firm Registration No: 000185N

Place: New Delhi Date: 30.05.2023

UDIN: 23082214BGWURJ3377

M.K Madan

Proprietor

Membership number: 082214

Annexure - A to the Auditors Report

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal ?nancial controls over ?nancial reporting of Cosco India Ltd ("the Company") as of 31 March 2023 in conjunction with our audit of the standalone ?nancial 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 ?nancial controls based on the internal control over ?nancial 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 (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal ?nancial controls that were operating effectively for ensuring the orderly and ef?cient 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 ?nancial information, as required under the Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal ?nancial controls over ?nancial 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 ?nancial 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 ?nancial controls over ?nancial 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 ?nancial controls system over ?nancial reporting and their operating effectiveness.

Our audit of internal ?nancial controls over ?nancial reporting included obtaining an understanding of internal ?nancial controls over ?nancial 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 ?nancial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is suf?cient and appropriate to provide a basis for our audit opinion on the Companys internal ?nancial controls system over ?nancial reporting.

Meaning of Internal Financial Controls over Financial Reporting

A companys internal ?nancial control over ?nancial reporting is a process designed to provide reasonable assurance regarding the reliability of ?nancial reporting and the preparation of ?nancial statements for external purposes in accordance with generally accepted accounting principles. A companys internal ?nancial control over ?nancial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly re?ect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of ?nancial 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 ?nancial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal ?nancial controls over ?nancial 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 ?nancial controls over ?nancial reporting to future periods are subject to the risk that the internal ?nancial control over ?nancial 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 generally has, in all material respects, an adequate internal ?nancial controls system over ?nancial reporting and such internal ?nancial controls over ?nancial reporting were operating effectively as at 31 March 2023, based on the internal control over ?nancial 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 (the "Guidance Note"), however in the following areas the internal control needs to be further strengthened :

SALES RETURN: Control regarding the accounting of sales return and timely reporting of the sales return by the stores department to the accounts department and maintenance of adequate records by the accounts department in respect of defective goods returned.

PURCHASES: Timely recording of purchase invoices.

Inventory: The controls regarding physical veri?cation of work in progress needs to strengthened and veri?cation should be done by stopping the operations.

The inventories should be monitored closely to keep inventories at reasonable levels to improve Inventory Turnover Ratio.

Trade Receivables: More proactive actions required to effectuate recovery of Old Receivables – more speci?cally which are outstanding for more than one year. Also, where there are inordinate delays in payments, such customers should be monitored selectively and effectively through MIS. Invariably some customers avail extended credit - Credit discipline need to be enforced in these cases. Company needs to obtain the con?rmations from trade receivables/ payable before approval of the ?nancial statements by the Board of Directors.

Fixed Assets Physical veri?cation: needs improvement to see all items of PPE are physically veri?ed in phase of 3 years.

Contract Labour Management: Control regarding maintenance of dual records by time of?ce and production department about labour supply through contractor.

Volume of Expense through petty cash: needs to be reduced to the extent possible.

TDS and TCS : Deductions, payments to Govt. and ?lling of returns etc. were found in order. Regarding payments to shipping agents - con?rmations should be taken from the shipping agents con?rming that they are agents of non - residents and they are receiving payments as agents of their non – resident principals to ensure non applicability of TDS provisions.

For Madan & Associates

Chartered Accountants Firm Registration No: 000185N

Place: New Delhi Date: 30.05.2023

UDIN: 23082214BGWURJ3377

M.K Madan

Proprietor

Membership number: 082214

Annexure - B to the Auditors Report

(Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements section of our report)

To the best of our information and according to the explanations provided to us by the Company and the books of account and records examined by us in the normal course of audit, we state that:

In respect of Companys Property, Plant and Equipment:

The company is maintaining proper records showing full particulars, including quantitative details and situation of Property, Plant & Equipment. The intangible assets of the company comprise of computer software for which company is maintaining proper records showing full particulars.

The Company has a programme of veri?cation of ?xed assets to cover all the items in a phased manner over a period of three years, which, in our opinion, is reasonable having regard to the size of the company and the nature of its activities. Pursuant to the said programme, certain property, plant and equipments were physically veri?ed by the Management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such veri?cation.

According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties in the name of erstwhile ?rm taken over by the company at the time of incorporation (other than those that have been taken on lease and the lease agreements are duly executed in favour of the Company) disclosed in the standalone ?nancial statements are held in the name of the Company. Original copy of title deeds have not been produced as the same are deposited as security with banks under loan agreement as con?rmed by the management and certi?ed by the Bank.

The Company has not revalued any of its Property, Plant and Equipment (including right-of-use assets) and intangible assets during the year.

On the basis of the information and explanations given to us duly certi?ed by the management and examination of records, no proceedings have been initiated during the year or are pending against the Company as at March 31, 2023 for holding any benami property under the Benami Property Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.

(a) The inventories were physically veri?ed during the year by the Management at reasonable intervals. In our opinion and according to the information and explanations given to us, the coverage and procedure of such veri?cation by the Management is appropriate having regard to the size of the Company and the nature of its operations. No discrepancies of 10% or more in the aggregate for each class of inventory were noticed on such physical veri?cation of inventories between the physical stocks and book records.

(b) According to the information and explanations given to us, the Company has been sanctioned working capital limits in excess of 5 crores, in aggregate, at points of time during the year, from banks or ?nancial institutions on the basis of security of current assets. In our opinion and according to the information and explanations given to us, the quarterly returns and statements comprising (stock statements, book debt statements, and statements on ageing analysis of the debtors) ?led by the Company with such banks or ?nancial institutions are in agreement with the unaudited books of account of the Company, of the respective quarters, except for the following:

For the quarter	Sanctioned amount to which the discrepanc y relates * (Amount in lakhs)	Nature of Current asset	Nature of Discrep ancy	Amount as per Quarterly return and statements (Amount in lacs)	As per Unaudited books of accounts (Amount in lacs)	Difference (Amount in lacs)	Remarks (Including subsequent recti?cation if any)
JUNE 2022	2800	Inventory - Stores & Spares	Clerical mistakes .	157.77	157.78	(0.01)	Clerical mistakes and no subsequent recti?cation was ?led with bank.
December 2022	2800	Trade Receivab le	Non - Current debtors are not consider ed	2,345.05	2,396.35	(50.81)	Debtors having signi?cant credit risk are not considered and no subsequent recti?cation was required to be ?led with the bank.
March 2023	2800	Trade Receivab le	Non - Current debtors are not consider ed	2143.58	2179.47	35.89	Debtors having signi?cant credit risk are not considered and no subsequent recti?cation was ?led with the bank.

(a) The Company has not made investments in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to Companies, ?rms, Limited liability partnership or any other parties during the year except loan given to the employees in the ordinary course of business. The Balance outstanding as at the end of the year are 25.31 Lakhs. Further company has not given any advance in the nature of loan to any party during the year.

Loan to employees granted during the year are in the ordinary course of the business as per policy of the company and hence prima facie not prejudicial to the interest of the company.

Stipulations in respect of loans granted to the employees have been laid out and the repayments are regular.

The outstanding amount of loan to employee of 25.31 Lakhs is not overdue because payment in respect of the same is being recovered from the employees as per stipulations.

No loan granted by the Company during the year which has fallen due has been renewed or extended or fresh loans granted to settle the over dues of existing loans given to the same parties.

According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not granted any loans or advances in the nature of loan either payable on demand or without specifying the terms or period of payments.

According to the information and explanations given to us and on the basis of our examination of the records of the Company, it has not provided any guarantee or security as speci?ed under section 185 or 186 of the Act.. Company has not granted any loan/ made any investment during the year.

During the year the Company has not accepted any deposits (other than the deposits from the Directors, which are exempt under sub clause (viii) of clause (c) of rule 2 of The Companies (Acceptance of Deposits) Rules, 2014). There are no amounts which are deemed to be deposits. Hence, reporting under clause 3(v) of the Order is not applicable.

It is certi?ed by the management, that company is not required to maintain the cost records prescribed under section 148 (1) of the Companies Act 2013, since the same has not been speci?ed by the Central Government. We have relied upon the assertions of the management.

In respect of statutory dues:

According to the information and explanations given to us and on the basis of our examination of the records of the Company, the company has generally been regular in depositing undisputed statutory dues, including Goods and Service Tax, provident Fund, Employees State insurance, income tax, cess and other material statutory dues applicable to it with the appropriate authorities. The Company does not have a liability during the year in respect of sales tax, service tax, duty of customs, duty of excise, value added tax, since they have been subsumed in GST with effect from 1st July 2017. There were no undisputed amounts payable in respect of the aforesaid statutory dues in arrears as at 31.03.2023 for a period of more than six months from the date they became payable.

According to the information and explanations given to us, there are no statutory dues referred to in sub clause (a) which have not been deposited as at 31.03.2023 on account of any dispute except following:

Name of statute	Nature of dues	Amount ( in lakhs)	Period	Forum where dispute is pending
The Income Tax Act 1961	Income tax	30.64	Assessment Year 2018 -19 & 2021-22	Commissioner of Income Tax (Appeals)
Uttar Pradesh Value Added Tax Act, 2008	State tax (VAT)	18.07	Financial year 2008-09	Supreme Court
Central Sales Tax Act / Uttar Pradesh Value Added Tax Act, 2008	Central tax	16.63	Financial year 2008-09	Supreme Court

According to the information and explanations given to us and on the basis of our examination of the records, there were no transactions relating to previously unrecorded income that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

(a) As certi?ed by the Bank, the Company has not defaulted in the repayment of the Loans and interest thereon during the year in respect of credit facilities. The company has not taken any loan from any other lender other than the Directors/ group company.

As certi?ed by the Bank the Company has not been declared wilful defaulter.

According to the information and explanations given to us, Company has applied the term loans (Including working capital term loans) for the purposes for which the same have been obtained.

The Long term sources of funds comprising share capital, reserves and surplus and long term loans (including security deposits payable after one year) are higher than the Long term application of funds comprising of PPE, CWIP and Intangible assets and the current ratio is 2 times. Therefore, in our opinion on overall examination of balance sheet of the company, no funds raised on short term basis have been utilised for long term purposes.

According to the information and explanations given to us and on overall examination of standalone ?nancial statements, The Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiary, Joint venture or associates as de?ned under the Act.

The Company doesnt have any subsidiaries and hence reporting under clause 3(ix)(f) of the order regarding raising of loans by pledging the securities held in subsidiaries is not applicable.

(a) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year and hence reporting under clause 3(x)(a) of the Order regarding utilisation of the funds so raised is not applicable.

(b) According to the information and explanations given to us and on examination of records, during the year the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partly or optionally convertible) and hence reporting under clause (x)(b) of the Order regarding compliances under section 42 and section 62 of the Companies Act, 2013 are not applicable to the Company

(a) According to the information and explanations given to us and on examination of records, considering the principle of materiality outlined in the Standards of Auditing, to the best of our knowledge no fraud by or on the Company has been noticed or reported during the year.

To the best of our knowledge and as certi?ed by the Secretarial auditor, no report under sub- section (12) of section 143 of the Companies Act has been ?led in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and upto the date of this report.

As represented by the Management, there was no whistle blower complaints received by the Company during the year (and upto the date of this audit report).

In our opinion and according to the information and explanations given to us, the Company is not a Nidhi company. Accordingly, paragraph 3(xii) of the Order regarding maintenance of required Net owned fund to Deposit ratio and other requirements are not applicable.

According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the standalone ?nancial statements as required by the applicable accounting standards.

a) In our opinion the Company has internal audit system which needs to be substantially strengthened considering the size and the nature of its business in terms of scope coverage, timely submission of reports and compliance thereof.

b) In view of the comments vide sub para (a) above the internal audit reports for the year under audit, issued to the Company close to the signing of our reports could not be considered in determining the nature, timing and extent of our audit procedures.

As per the information available and to the best of our knowledge in our opinion during the year the Company has not entered into any non-cash transactions with its Directors or persons connected with its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.

(a) In our opinion, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 and Hence, reporting under clause 3(xvi)(a), of the Order is not applicable.

The Company has not conducted any non-banking ?nancial or housing, ?nancing activities during the year and therefore the requirement of reporting regarding the certi?cate of registration is not applicable.

In our opinion, the company is not a Core Investment Company as de?ned in the regulations made by the Reserve Bank of India.

As informed by the management, there are two core investment companies within the Group (as de?ned in the Core Investment Companies (Reserve Bank) Directions, 2016).

The Company has not incurred cash losses during the ?nancial year and in the immediately preceding ?nancial year.

There has been no resignation of the statutory auditors of the Company during the year.

On the basis of the ?nancial ratios, ageing and expected dates of realisation of ?nancial assets and payment of ?nancial liabilities, other information accompanying the standalone ?nancial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

The Company was not having net worth of rupees ?ve hundred crore or more, or turnover of rupees one thousand crore or more or a net pro?t of rupees ?ve crore or more during the immediately preceding ?nancial year and hence, provisions of Section 135 of the Act are not applicable to the Company during the year. Accordingly, reporting under clause 3(xx) of the Order is not applicable for the year.

Place: New Delhi Date: 30.05.2023

UDIN: 23082214BGWURJ3377

For Madan & Associates

Chartered Accountants Firm Registration No: 000185N

M.K Madan

Proprietor

Membership number: 082214