padmanabh industries ltd Auditors report


To the Members of Padmanabhndustries Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalonend AS standalone financial statements of Padmanabhndustries Limited ("the Company"), which comprise the balance sheet as at 31st March 2023, and the statement of profit and loss and statement of cash flows for the year then ended, and notes to the standalone financial statements,ncluding a summary of significant accounting policies and other explanatorynformation.

In our opinion and to the best of ournformation and according to the explanations given to us, except for the possible effects of the matter describedn the Basis for Qualified opinion section of our report, the aforesaid standalonend AS standalone financials Statements give thenformation required by the companies Act, 2013 (‘Act)n the manner so required and give a true and fair viewn conformity with the accounting principles generally exceptednndia, of the state of affairs and fair view of the company as at March 31,2023,ts profit (or loss), statement of changesn equity and cash flows for the year ended on that date.

Basis for Opinion

We conducted our auditn accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further describedn the Auditors Responsibilities for the Audit of the Financial Statements section of our report We arendependent of the Companyn accordance with the Code of Ethicsssued by thenstitute of Chartered Accountants oflndia together with the ethical requirements that are relevant to our auditofthe financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilitiesn accordance with these requirements and the Code of Ethics.

We believe that the audit evidence we have obtaineds sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

Refer to Notes forming part of statement whichncludes the balance of Sundry Debtors, Sundry Creditors, Loansncluding deposits and advances are subject to confirmation from and reconciliation with the relevant parties as on the date of balance sheet date. We are notn position to verify the amounts at which such balances are receivable and payable.

Key Audit Matters

Key audit matters are those matters that,n our professional judgment, were of most significancen our audit of the standalone financial statements of the current period. These matters were addressedn the context of our audit of the standalone financial statements as a whole, andn forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicatedn our report

Othernformation

The Companys Board of Directorss responsible for the othernformation. The othernformation comprises thenformationncludedn the Directors Report but does notnclude the standalone financial statements and our auditors report thereon.

Our opinion on the standalone financial statements does not cover the othernformation and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibilitys to read the othernformation and,n doing so, consider whether the othernformations materiallynconsistent with the standalone financial statements or our knowledge obtainedn the audit or otherwise appears to be materially misstated.f, based on the work we have performed, we conclude thattheres a material misstatement of this othernformation, we are required to report that fact. We have nothing to reportn this regard.

Managements Responsibility for the Standalone Financial Statements

The Companys Board of Directorss responsible for the matters statedn section 134(5) of the Companies Act, 2013 ("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, (changesn equity) and cash flows of the Companyn accordance with the accounting principles generally acceptednndia,ncluding the accounting Standards specified under section 133 of the Act. This responsibility alsoncludes maintenance of adequate accounting recordsn accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and otherrregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design,mplementation and maintenance of adequatenternal 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, managements 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 eitherntends 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 tossue an auditors report thatncludes our opinion. Reasonable assurances a high level of assurance, buts not a guarantee that an audit conductedn accordance with SAs will always detect a material misstatement whent exists. Misstatements can arise from fraud or error and are considered materialf,ndividually orn the aggregate, they could reasonably be expected tonfluence the economic decisions of users taken on the basis of these financial statements.

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

dentify 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 thats sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from frauds higher than for one resulting from error, as fraud maynvolve collusion, forgery,ntentional omissions, misrepresentations, or the override ofnternal control.

Obtain an understanding ofnternal control relevant to the auditn order to design audit procedures that are appropriaten 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 adequatenternal financial controls systemn 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.f we conclude that a material uncertainty exists, we are required to draw attentionn our auditors report to the related disclosuresn the financial statements or,f such disclosures arenadequate, 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,ncluding the disclosures, and whether the financial statements represent the underlying transactions and eventsn 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,ncluding any significant deficienciesnnternal control that wedentify during our audit

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regardingndependence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on ourndependence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significancen the audit of the financial statements of the current period and are therefore the key audit matters. We describe these mattersn our auditors report unless law or regulation precludes public disclosure about the matter or when,n extremely rare circumstances, we determine that a matter should not be communicatedn our report because the adverse consequences of doing so would reasonably be expected to outweigh the publicnterest benefits of such communication.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditors Report) Order, 2020 ("the order")ssued by the central government ofndian terms of sub section (11) of section 143 of the act, we give a statement on the matters specifiedn 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, except for the matters describedn the basis for qualified opinion paragraph, obtained all thenformation and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit except,

The confirmations of the balances outstanding as on the reporting date with customers, suppliers, unsecured borrowings, deposits and loans and advances are subject to confirmation with books of the counter parties.

(b) Except for the possible effects of the matter describedn the basis for qualified opinion paragraph above,n our opinion proper books of account as required by law have been kept by the Company so far ast appears from our examination of those books;

(c) The Balance Sheet, the Statement of Profit and Loss and cash flow statement dealt with by this Report aren agreement with the books of account

(d)n our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) On the basis of the written representations received from the directors as on 31st March, 2023 taken on record by the Board of Directors, none of the directorss disqualified as on 31st March, 2023 from being appointed as a directorn terms of Section 164 (2) of the Act.

(f) With respect to the adequacy of thenternal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Reportn "Annexure A".

(g) With respect to the other matters to bencludedn the Auditors Reportn accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014,n our opinion and to the best of ournformation and according to the explanations given to us:

(a) The Company does not have any pending litigations which wouldmpactts financial position;

(b) The Company does not have any long-term contractsncluding derivative contracts for which there were any material foreseeable losses.

(c) There were no amounts which were required to be transferred to thenvestor Education and Protection Fund by the Company.

(d) (i) The management has represented that, to the best ofts knowledge and belief, other than as disclosedn the notes to the accounts, no funds have been advanced or loaned ornvested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to orn any other person(s) or entity(ies),ncluding foreign entities ("Intermediaries"), with the understanding, whether recordedn writing or otherwise, that thentermediary shall, whether, directly orndirectly lend ornvestn other persons or entitiesdentifiedn any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(ii) The management has represented, that, to the best ofts knowledge and belief, other than as disclosedn the notes to the accounts, no funds have been received by the company from any person(s) or entity(ies),ncluding foreign entities ("Funding Parties"), with the understanding, whether recordedn writing or otherwise, that the company shall, whether, directly orndirectly, lend ornvestn other persons or entitiesdentifiedn any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

(in) Based on audit procedures which we considered reasonable and appropriaten the circumstances, nothing has come to their notice that has caused them to believe that the representations under sub-clause (i) and (ii) contain any material mis-statement.

(e) The company has not declared or paid any dividend during the yearn contravention of the provisions of section 123 of the Companies Act, 2013.

Date : 25th May, 2023

For, V S S B & Associates

Place : Ahmedabad

Chartered Accountants
Firm No.l21356W
Sd/-
(Vishves A Shah)
Partner
M. No.109944
UDIN: 23109944BGTKGS5260

"Annexure A" to thendependent Auditors Report of even date on the Financial Statements of Padmanabhndustries Limited

Report on thenternal Financial Controls Over Financial Reporting under Clause (i) of Subsection 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited thenternal financial controls over financial reporting of Padmanabhndustries Limited ("the Company") as of March 31, 2023n conjunction with our audit of the financial statements of the Company for the year ended on that date.

Managements Responsibility fornternal Financial Controls

The Board of Directors of the Companys responsible for establishing and maintainingnternal financial controls based on thenternal control over financial reporting criteria established by the Company considering the essential components ofnternal control statedn the Guidance Note on Audit ofnternal Financial Controls over Financial Reportingssued by thenstitute of Chartered Accountants ofndia. These responsibilitiesnclude the design,mplementation and maintenance of adequatenternal financial controls that were operating effectively for ensuring the orderly and efficient conduct ofts business,ncluding adherence to companys policies, the safeguarding ofts assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financialnformation, as required under the Companies Act, 2013.

Auditors Responsibility

Our responsibilitys to express an opinion on the Companysnternal financial controls over financial reporting based on our audit. We conducted our auditn accordance with the Guidance Note on Audit ofnternal Financial Controls Over Financial Reporting (the "Guidance Note")ssued byCAI on Auditing prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit ofnternal financial controls, both applicable to an audit ofnternal Financial Controls and bothssued by thenstitute of Chartered Accountants ofndia. 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 adequatenternal financial controls over financial reporting was established and maintained andf such controls operated effectivelyn all material respects.

Our auditnvolves performing procedures to obtain audit evidence about the adequacy of thenternal financial controls system over financial reporting and their operating effectiveness. Our audit ofnternal financial controls over financial reportingncluded obtaining an understanding ofnternal financial controls over financial reporting, assessing the risk that a

material weakness exists, and testing and evaluating the design and operating effectiveness ofnternal control based on the assessed risk. The procedures selected depend on the auditors judgment,ncluding 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,s sufficient and appropriate to provide a basis for our audit opinion on the Companysnternal financial controls system over financial reporting.

Meaning ofnternal Financial Controls over Financial Reporting

A companysnternal financial control over financial reportings a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposesn accordance with generally accepted accounting principles. A companysnternal financial control over financial reportingncludes those policies and procedures that

(1) pertain to the maintenance of records that,n 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 statementsn accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made onlyn accordance with authorizations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

Inherent Limitations ofnternal Financial Controls over Financial Reporting

Because of thenherent limitations ofnternal financial controls over financial reporting,ncluding the possibility of collusion ormproper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of thenternal financial controls over financial reporting to future periods are subject to the risk that thenternal financial control over financial reporting may becomenadequate because of changesn conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has,n all material respects, an adequatenternal financial controls system over financial reporting and suchnternal financial controls over financial reporting were operating effectively as at March 31, 2023, based on thenternal control over financial reporting criteria established by the Company considering the essential components ofnternal control statedn the Guidance Note on Audit ofnternal Financial Controls Over Financial Reportingssued by thenstitute of Chartered Accountants ofndia.

Date : 25th May, 2023

For, V S S B & Associates

Place : Ahmedabad

Chartered Accountants
Firm No.l21356W
Sd/-
(Vishves A Shah)
Partner
M. No.109944
UDIN: 23109944BGTKGS5260

"ANNEXURE B" TO THENDEPENDENT AUDITORS REPORT

(Referred ton paragraph 1 under the heading Report on other Legal & Regulatory Requirement of our report of even date)

(i)n Respect of the Fixed Assets: -

(a) (A) The Company has maintained proper records showing full particulars,ncluding quantitative details and situation of Property, Plant and Equipment

(B) The Company has nontangible Assets during the year.

(b) All the Property, Plant and Equipment have been physically verified by the management during the year and theres a regular program of verification which,n our opinion,s reasonable having regard to the size of the Company and the nature ofts assets. No material discrepancies have been noticed on such verification.

(c) Details ofmmovable properties, which are not heldn the name of the company, are given below: Not Applicable

(d) The Company has not revaluedts Property, Plant and Equipment (including Right of Use assets) orntangible assets or both during the year.

(e) No proceedings have beennitiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 (45 of 1988) and rules made thereunder.

(ii)n respect ofnventories: Thenventory has been physically verified by the management during the year.n our opinion, the frequency of such verifications reasonable. According to thenformation and explanations given to us and as examined by us, no material discrepancies were noticed on such verification.

(iii) The Company has not madenvestmentsn, provided any guarantee or security or granted any loans or advancesn the nature of loans, secured or unsecured, to companies, firms. Limited Liability Partnerships or any other parties. Hence, sub-paragraphs (a) to (f) of paragraph 3 (iii) of the Companies (Auditors Report) Order, 2020 (the Order) are not applicable.

(iv)n our opinion and according to thenformation and explanations given to us, the company has complied with the provisions of section 185 and 186 of the Act, with respect to the loans andnvestments.

More so company has not provided us the list of persons related to director as defined under section 185 of the companies act, therefore no comments can be made regarding the fact that whether any loans has been advanced to such personsn contravention of the act

(v) The Company has not accepted any deposits or amounts which are deemed to be deposits within the provisions of sections 73 to 76 or any other relevant provisions of the Companies Act. Therefore, the provisions of paragraph 3(v) of the Order are not applicable to the Company.

(vi) As explained to us, the Central Government ofndia has not specified the maintenance of cost records under sub-section (1) of Section 148 of the Act for any of the products of the Company. Therefore, the provisions of Clause (vi) of paragraph 3 of the order are not applicable to the Company.

(vii)n Respect of Statutory Dues:

a) The Companys generally regularn depositing undisputed statutory duesncludingncome tax and other statutory dues with the appropriate authorities to the extent applicable tot. There are no undisputed amounts payablen respect ofncome tax which have remained outstanding as at March 31, 2023 for a period of more than 6 months from the date they became payable.

b) Details of dues ofncome-tax other material statutory dues, as applicable to the Company which have not been deposited as at March 31, 2023 on account of dispute are given below:

Name of the Statute

Nature of the dues Amount Rs. Forum where disputes pending Remarks

Income T ax Act, 1961

Tax Deducted at Source 1,46,186/- TRACES Late Filing fees &nterest on Payments u/s 201

(viii) The Company has not surrendered or disclosed asncome any transaction not recordedn the books of account during the yearn the tax assessments under thencome-tax Act, 1961.

(ix) A) The Company has not borrowed funds from any banks, financialnstitutions or debenture holders. Hence, the provisions of paragraph 3(ix) of the Order are not applicable.

B) We report that the Company has not been declared willful defaulter by any bank or financialnstitution or other lender or government or any government authority.

C) The Company has utilized the money obtained by way of term loans during the year for the purposes for which the loans have been obtained.

D) On an overall examination of the financial statements of the Company, we report that no funds raised on short-term basis have been utilized for long-term purposes by the Company.

E) On an overall examination of the financial statements of the Company, we report that the Companys not having subsidiaries, associates or joint ventures. Hence, the question of taking any funds from any entity or person on account of or to meet the obligations ofts subsidiaries, associates or joint ventures does not arise.

F) We report that the Companys not having subsidiaries, joint ventures or associate companies. Therefore, the question of raising loans during the year on the pledge of securities heldnts subsidiaries, joint ventures or associate companies does notarise.

(x) A) The Company has not raised money by way ofnitial public offer or further public offer (including debtnstruments). Therefore, the provisions of Clause (x)(a) of paragraph 3 of the order are not applicable to the Company.

B) The Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year and therefore the requirements

of compliance with section 42 and section 62 of the Act and utilization of the funds for the purposes for which they were raised do not arise.

(xi) A) No material fraud by the Company or any fraud on the Company has been noticed or reported during the year.

B) As no material fraud by the Company or any fraud on the Company has been noticed or reported during the year, theres no necessity of filing any reportn Form ADT-4 under sub-section (12) of section 143 of the Companies Act with the Central Government

C) The Companys not required to and has not established whistle-blower mechanism during the year.

(xii) The Companys not a Nidhi Company. Therefore, the provisions of Clause (xii) of paragraph 3 of the order are not applicable to the Company.

(xiii) The Company has no enterednto transactions with related partiesn compliance with sections 177 and 188 of the Companies Act The details of such related party transactions have been disclosedn the financial statements as required underndian Accounting Standard (Ind AS) 24, Related Party Disclosures specified under section 133 of the Companies Act, read with rule 7 of the Companies (Accounts) Rules, 2014.

(xiv) A) Though the Companys required to have annternal audit system under section 138 of the Companies Act,t does not have the same established for the year.

B) We are unable to obtain any of thenternal audit reports of the Company, hence thenternal audit reports have not been considered by us.

(xv) On the basis of thenformation and explanations given to us,n our opinion during the year the company has not enterednto any non-cash transactions with directors or persons connected with him.

(xvi) The Companys not required to be registered under Section 45-IA of the Reserve Bank ofndia Act, 1934 and hence reporting under clause 3(xvi)(a), (b) and (c) of the orders not applicable to the company.

In our Opinion, theres no corenvestment company within the "Companiesn the Group" as definedn the Corenvestment Companies (Reserve Bank) Directions, 2016 and hence reporting under clause 3(xvi)(d) of the Orders not applicable to the Company.

(xvii) The Company hasncurred cash lossesn the current financial year of Rs. 14,754 and Rs. 1,57,55,224n themmediately preceding financial year.

(xviii) There has been no any resignation of Auditors during the year.

(xix) On the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, othernformation 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 Companys not capable of meetingts 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 thiss not an assurance as to the future viability of the Company. We further state that our reportings 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) As per thenformation and explanations given to us the requirement of section 135s not applicable to the company.

(xxi) With respect to the adequacy of thenformation, explanation provided and the operating effectiveness of the company, theres no qualifications or adverse remarks by the auditorn the companies (Auditors Report) order reports

Date : 25^ May, 2023

For, V S S B & Associates

Place : Ahmedabad

Chartered Accountants
Firm No.l21356W
Sd/-
(Vishves A Shah)
Partner
M. No.109944
UDIN: 23109944BGTKGS5260