To the Members of
DJS Stock and Shares Limited
Report on the Audit of the Standalone Financial Statements Opinion
We have audited the standalone financial statements of DJS Stock and Shares Limited
("the Company"), which comprise the balance sheet as at March 3, 2023, and the
statement of Profit and Loss, and statement of cash flows for the year then ended, and
notes to the financial statements, including a summary of significant accounting policies.
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 March 3, 2023, its loss, 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
under section 43(0) of the Companies Act, 203. 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 Companies Act, 203 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.
Responsibilities of Management and Those Charged with Governance for the Standalone
Financial Statements
The Companys Board of Directors is responsible for the matters stated in section 34(5)
of the Companies Act, 203 ("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 flows of the Company in accordance with the accounting
principles generally accepted in India, including the Indian accounting Standards
specified under section 33 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 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 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 standalone
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.
• Obtain an understanding of internal control relevant to the audit in order to
design audit procedures that are appropriate in the circumstances. Under Section 43(3)()
of the Act, we are also responsible for expressing our opinion on whether the company has
adequate internal financial controls with reference to standalone financial statements 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 standalone 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 standalone
financial statements, including the disclosures, and whether the standalone 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 standalone 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"), as
amended, issued by the Central Government of India in terms of sub-section () of Section
43 of the Act and on basis of such checks of books and records of the company as we
considered appropriate and according the information and explanations given to us, we give
in the "Annexure A", a statement on the matters specified in paragraphs 3 and 4
of the Order.
2 As required by Section 43(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.
(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, and the Cash Flow Statement
dealt with by this Report are in agreement with the books of account.
(iv) In our opinion, the aforesaid standalone financial statements comply with the
Indian Accounting Standards specified under Section 33 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 204 subject to the possible effects of the matters described
in the Basis for Qualified Opinion paragraphs.
(v) On the basis of the written representations received from the directors as on March
3, 2023 taken on record by the Board of Directors, none of the directors is disqualified
as on March 3, 2023 from being appointed as a director in terms of Section 64 (2) of the
Act.
(vi) With respect to the adequacy of the internal financial controls over financial
reporting of the Company and operating effectiveness of such controls, refer to our
separate report in Annexure "B".
(vii) With respect to the other matters to be included in the Auditors Report in
accordance with Rule of the Companies (Audit and Auditors) Rules, 204, in our opinion and
to the best of our information and according to the explanations given to us:
a) The Company does not have any pending litigations which would impact its financial
position.
b) The Company did not have any long-term contracts including derivative
contracts for which there were any material foreseeable losses.
c) There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company.
d) () 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(s)
or entity(ies), including foreign entities ("Intermediaries"), with the
understanding, whether recorded in writing or otherwise, that the Intermediary shall,
whether, directly or indirectly lend or invest in other persons or entities identified in
any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries")
or provide any guarantee, security or the like to or on behalf of the Ultimate
Beneficiaries;
(ii) The management has represented, that, to the best of its knowledge and belief, no
funds have been received by the company from any person(s) or entity(ies), 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 persons or entities identified in any manner whatsoever by or on behalf of
the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security
or the like from or on behalf of the Ultimate Beneficiaries; and
(iii) Based on audit procedures which we 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 () and (ii) contain any material mis-statement.
e) The company has not declared or paid any dividend during the year in contravention
of the provisions of section 23 of the Companies Act, 203.
(viii) With respect to the matter to be included in the Auditors Report under Section
97(6) of the Act:
In our opinion and according to the information and explanations given to us, the
remuneration paid by the Company to its directors during the current year is in accordance
with the provisions of Section 97 of the Act. The remuneration paid to any director is not
in excess of the limit laid down under Section 97 of the Act. The Ministry of Corporate
Affairs has not prescribed other details under Section 97(6) of the Act which are required
to be commented upon by us.
For Satya Prakash Natani & Co.
Chartered Accountants
Firms Registration No.: 5438W
DJS STOCK AND SHARES LIMITED ANNEXURE "A" TO THE INDEPENDENT AUDITORS REPORT
(Referred to in Paragraph () of our Report of even date)
() (a) (A) The Company has maintained proper records showing full particulars
including quantitative details and situation of property, plant and equipment.
(B) According to the information and explanations given to us and on the basis of our
examination of the records of the Company, the Company did not own any intangible assets
during the year.
(b) As explained to us, all the property, plant and equipment have been physically
verified by the management during the period at reasonable interval and no material
discrepancies were noticed on such physical verification.
(c) According to the information and explanations given to us and on the basis of our
examination of the records of the Company, the Company did not own any immovable property
during the year.
(d) 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 revalued its Property,
plant and equipment or Intangible assets or both during the year.
(e) According to the information and explanations given to us and on the basis of our
examination of the records of the Company, there are no proceedings initiated or pending
against the Company for holding any benami property under the Prohibition of Benami
Property Transactions Act, 988 and rules made thereunder.
(ii) (a) Accordingly, to information and explanations given to us and on the basis of
our
examination of the records of the Company, the stock of shares and securities is held
in dematerialized form and therefore physical verification of stock is not required.
Accordingly clause 3(ii)(a) of the Order is not applicable to the Company.
(b) 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 been sanctioned any working
capital limits in excess of five crore rupees, in aggregate, from banks and financial
institution on the basis of security of current assets at any point of time of the year.
Accordingly clause 3(ii)(b) of the Order is not applicable to the Company.
(iii) 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 provided
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
during the year. Accordingly clauses 3(iii)(a) to 3(iii)(f) of the Order are not
applicable to the Company.
(iv) According to the information and explanations given to us and on the basis of our
examination of the records, the Company has not given any loans, or made any investments,
or provided any guarantee or security as specified under Section 85 and Section 86 of the
Companies Act, 203.
(v) The Company has not accepted any deposits or amounts which are deemed to be
deposits from the public. Accordingly, clause 3(v) of the Order is not applicable.
(vi) According to the information and explanations given to us, the Central Government
has not prescribed the maintenance of cost records under Section 48() of the Companies
Act, 203 for the services provided by it. Accordingly, clause 3(vi) of the Order is not
applicable.
(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 Goods and Services Tax
(GST), Provident fund, Employees State Insurance, Income- tax, Duty of Customs, Cess
and other material statutory dues wherever applicable have generally been regularly
deposited with the appropriate authorities. According to the information and explanations
given to us, no undisputed amounts payable in respect of GST, Provident fund, Employees
State Insurance, Income-tax, Duty of Customs, Cess and other material statutory dues were
in arrears as at 3 March 2023 for a period of more than six months from the date they
became payable except an amount of Rs. 60,900/- towards profession tax.
(b) According to the information and explanations given to us, there are no dues of
GST, Provident fund, Employees State Insurance, Income-tax, Sales tax, Service tax, Duty
of Customs, Value added tax, Cess or other statutory dues which have not been deposited by
the Company on account of any dispute.
(viii) 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 surrendered or
disclosed any transactions, previously unrecorded as income in the books of account, in
the tax assessments under the Income-tax Act, 96 as income during the year.
(ix) (a) 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 defaulted in
repayment of loans or other borrowings or in the payment of interest thereon to any
lender.
(b) 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 been declared a wilful
defaulter by any bank or financial institution or government or government authority.
(c) According to the information and explanations given to us by the management, the
Company has not raised any term loan during the year. Accordingly, clause 3(ix)(c) of the
Order is not applicable.
(d) According to the information and explanations given to us and on an overall
examination of the balance sheet of the Company, we report that no funds raised on
short-term basis have been utilised for long term purposes.
(e) According to the information and explanations given to us and on an overall
examination of the financial statements of the Company, we report that the Company has not
taken any funds from any entity or person on account of or to meet the obligations of its
subsidiaries, associates or joint ventures as defined under the Companies Act, 203.
Accordingly, clause 3(ix)(e) of the Order is not applicable.
(f) According to the information and explanations given to us and procedures performed
by us, we report that the Company has not raised loans during the year on the pledge of
securities held in its subsidiaries as defined under the Companies Act, 203. Accordingly,
clause 3(ix)(f) of the Order is not applicable.
(x) (a) The Company has not raised any moneys by way of initial public offer or further
public offer (including debt instruments). Accordingly, clause 3(x)(a) of the Order is
not applicable.
(b) 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 made any preferential
allotment or private placement of shares or fully or partly convertible debentures during
the year. Accordingly, clause 3(x)(b) of the Order is not applicable.
(xi) (a) Based on examination of the books and records of the Company and according
to the information and explanations given to us, considering the principles of
materiality outlined in Standards on Auditing, we report that no fraud by the Company or
on the Company has been noticed or reported during the course of the audit.
(b) No report under sub-section (2) of Section 43 of the Companies Act, 203 has been
filed by us in Form ADT-4 as prescribed under Rule 3 of Companies (Audit and Auditors)
Rules, 204 with the Central Government.
(c) According to the information and explanations given to us, the Company has not
received any whistle blower complaint during the year. Accordingly, clause 3(xi)(c) of the
Order is not applicable.
(xii) 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) In our opinion and according to the information and explanations given to us,
all
transactions with the related parties are in compliance with section 77 and 88 of
Companies Act, 203 and the details have been disclosed in the Financial Statements
as required by the applicable Indian accounting standards.
(xiv) (a) Based on information and explanations provided to us and our audit
procedures, in our opinion, the Company has an internal audit system commensurate with
the size and nature of its business.
(b) We have considered the internal audit reports of the Company issued till date for
the period under audit.
(xv) In our opinion and according to the information and explanations given to us, the
Company has not entered into any non-cash transactions with its directors or persons
connected to its directors and hence, provisions of Section 92 of the Companies Act, 203
are not applicable to the Company.
(xvi) (a) The Company is not required to be registered under Section 45-IA of the
Reserve Bank of India Act, 934. Accordingly, clause 3(xvi)(a) of the Order is not
applicable.
(b) The Company is not required to be registered under Section 45-IA of the Reserve
Bank of India Act, 934. Accordingly, clause 3(xvi)(b) of the Order is not applicable.
(c) The Company is not a Core Investment Company (CIC) as defined in the regulations
made by the Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order is not
applicable.
(d) According to the information and explanations provided to us during the course of
audit, the Company is not part of any Group (as per the provisions of the Core Investment
Company (Reserve Bank) Directions, 206 as amended). Accordingly, the requirements of
clause 3(xvi)(d) are not applicable.
(xvii) The Company has not incurred cash losses in the current and in the immediately
preceding financial year.
(xviii) There has been no resignation of the statutory auditors during the year.
Accordingly, clause 3(xviii) of the Order is not applicable.
(xix) According to the information and explanations given to us and on the basis of the
financial ratios, ageing and expected dates of realisation of financial assets and payment
of financial liabilities, other information accompanying the financial statements, 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 that
the 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.
(xx) In our opinion and according to the information and explanations given to us,
provisions of section 35 of the Companies Act, 203 are not applicable for the year under
report. Accordingly, clauses 3(xx)(a) and 3(xx)(b) of the Order are not applicable.
For Satya Prakash Natani & Co.
Chartered Accountants
Firms Registration No.: 5438W
|
Sd/- |
|
Satya Prakash Natani |
| Mumbai |
Partner |
| May 26, 2023 |
Membership No.: 04809 UDIN: 2304809BGXIQT536 |
DJS STOCK AND SHARES LIMITED ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
[Referred to in paragraph (f) under Report on Other Legal and Regulatory Requirements
section of our report of even date
Report on the Internal Financial Controls under Clause () of Sub-section 3 of Section
43 of the Companies Act, 203 ("the Act")
We have audited the internal financial controls over financial reporting of DJS Stock
and Shares Limited ("the Company") as of March 3, 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, 203.
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 43(0) of the Companies Act, 203, 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 () 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 3, 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 Satya Prakash Natani & Co.
Chartered Accountants
Firms Registration No.: 5438W
|
Sd/- |
|
Satya Prakash Natani |
| Mumbai |
Partner |
| May 26, 2023 |
Membership No.: 04809 UDIN: 2304809BGXIQT536 |
+91-9892691696
