pazel international ltd Auditors report


TO THE MEMBERS OF

PAZEL INTERNATIONAL LIMITED

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS OPINION

We have audited the financial statements of PAZEL INTERNATIONAL LIMITED ("the Company"), which comprise the Balance Sheet as at 31st March 2020, and the Statement of Profit and Loss (including other comprehensive income), Statement of Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the financial statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 ("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 31st March 2020, its profit (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.

BASIS FOR OPINION

We conducted our audit in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. Our responsibilities under those SAs 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 (ICAI) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence we have obtained limited to digital transfer of files, taking in to consideration of COVID-19 Pandemic, subsequent lockdown and other restriction imposed by the government, the local administration is subject to above limitation, is sufficient and appropriate to provide a basis for our opinion.

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITORS REPORT THEREON

The Companys management and Board of Directors are responsible for the other information. The other information comprises the information included in the Companys annual report, but does not include the financial statements and our auditors report thereon.

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

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information; we are required to report that fact. We have nothing to report in this regard.

MANAGEMENTS RESPONSIBILITIES FOR THE FINANCIAL STATEMENTS

The Companys management and Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the state of affairs (Financial Position), Profit / Loss (Financial Performance including other comprehensive income), changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended.

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 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 management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors is also responsible for overseeing the Companys financial reporting process.

AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

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

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls with reference to 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 financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatement in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

OTHER MATTERS (IF ANY)

1. Due to COVID-19 Pandemic and the lockdown and other restriction imposed by the government and the local administration, the audit processes were carried out based on the remote access to the extent available/feasible and necessary records made available by the management through digital medium. Our report on the statement is not modified in respect of this matter.

2. As per Indian Accounting Standards (Ind AS-12) - Income Taxes and accounting policy of the company, the company requires to make provision of deferred tax (assets) in the books of accounts for the year under review. However, the management represented that the company has not made provision of the same since the amount involved is not material in the opinion of management. Our report is not modified in respect of this matter.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditors Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure (A), a statement on the matters specified in paragraphs 3 and 4 of "the Order" to the extent applicable.

(A) As required by section 143(3) of the Act, we report that:

a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.
b. In our opinion proper books of account as required by law have been kept by the company so far as appears from our examination of those books.
c. The Balance Sheet, statement of Profit and Loss (including the Statement of Other Comprehensive Income), the statement of Cash Flow and Statement of Changes in Equity dealt with by this report are in agreement with the books of account.
d. In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended.
e. On the basis of written representations received from the directors as on 31st March 2020, and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March 2020, from being appointed as a director under sub section (2) of section 164 of the Act.
f. With respect to adequacy of the internal financial control system over financial reporting of the Company with reference to these financial statements and the operating effectiveness of such Controls, refer to our separate report in Annexure

(B) to this report.

(B) With respect to the other matters included in the Auditors Report in accordance with the rule 11 of Companies ( Audit and Auditors) Rule 2014 as amended, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company does not have any pending litigations which would impact its financial position in its financial statements.

ii. The Company did not have any long-term contracts including derivatives contracts for which there were any material foreseeable losses in its financial statements.

iii. There were no amounts, which were required to be transferred, to the Investor Education and Protection Fund by the Company.

(C) With respect to the matter to be included in the AuditorsReport under section 197(16):

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 197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under Section 197(16) which are required to be commented upon by us.

For MNNY & Associates
Chartered Accountants
FRN: 114018W
Sd/-
CA Yuvrajsingh Rathore
Partner
Membership no.: 126873
Place : Mumbai
Date : 15th September, 2020
UDIN : 20126873AAAABR268

ANNEXURE (A) TO THE INDEPENDENT AUDITORS REPORT

Referred to in paragraph 1 under the heading "Report on other legal and regulatory requirements" of our report of even date on account of Pazel International Limited the Company") for the year ended 31st March 2020.

(i) FIXED ASSET [CLAUSE 3(I)] -

In Respect of the companys Fixed Assets:

(a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets in computerized fixed assets register.

(b) The Company has a regular programme for physical verification in a phased periodic manner, which, in our opinion, is reasonable having regards to the size of the Company and the nature of its assets. No material discrepancies were noticed on such verification.

(b) According to the information and explanation given to us, the company does not hold any immovable properties in its own name during the period under review.

(ii) INVENTORY [CLAUSE 3(II)] -

In Respect of Inventories:

(a) According to the information and explanation given to us, physical verification of inventories has been conducted at reasonable intervals except as on 31st March 2020 (Due to COVID-19 pandemic & lockdown restrictions) by the Management during the year.

(b) As informed by the management, no material discrepancies were noticed on physical verification of inventories as compared to book records.

(iii) LOAN GIVEN BY COMPANY [CLAUSE 3(III)] -

According to the information and explanation given to us, during the period under review, the Company has not granted any loans whether secured or unsecured to companies, firms, Limited Liability Partnerships or other parties listed in the register maintained under section 189 of the Companies Act, 2013. Therefore details under Sub Clause (a), (b) & (c) of Clause 3 (iii) of the Companies (Auditors Report) Order, 2016 are not applicable to the company.

(iv) LOAN TO DIRECTOR AND INVESTMENT BY THE COMPANY [CLAUSE 3(IV)] -

According to the information and explanation given to us, during the period under review, the Company has not directly or indirectly advanced any loan to any of the directors or to any other person in whom the directors are interested or given any guarantees or provided any securities in connection with the loan taken by them or such other person pursuant to the provisions of section 185 nor made any investments pursuant to the provisions of section 186 of Companies Act 2013. Hence the details thereof are not applicable as required under clause 3 (iv) of the Companies (Auditors Report) Order, 2016.

(v) DEPOSITS [CLAUSE 3(V)] -

According to the information and explanation given to us, the Company has not accepted any deposits from public, covered under the provisions of section 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed there under, during the year under review. According to the information and explanations given to us, no Order has been passed by the Company Law Board or the National Company Law Tribunal or the Reserve Bank of India or any Court or any other Tribunal on the Company. Therefore, clause 3 (v) of the Companies (Auditors Report) Order, 2016 is not applicable to the company.

(vi) COST RECORDS [CLAUSE 3(VI)] -

As per information and explanation given by the management, provisions in relation to maintenance of cost records as specified by the central Government under sub section (1) of section 148 of the Companies Act, 2013 are not applicable to the Company. Therefore, clause 3 (vi) of the Companies (Auditors Report) Order, 2016 is not applicable to the company.

(vii) STATUTORY DUES [CLAUSE 3(VII)] -

In Respect of Statutory Dues:

(a) According to information and explanation given to us and on the basis of the records of the Company, undisputed statutory dues including provident fund, Employees State Insurance, profession tax, income-tax, Goods and Service tax, Duty of customs, cess and any other material statutory dues have generally been regularly deposited during the year by the Company with the appropriate authorities.

According to the information and explanation given to us, no undisputed amounts payable in respect of provident fund, Employees State Insurance, profession tax, income-tax, Goods and Service tax, duty of customs, cess and any other material statutory dues were in arrears as at 31st March 2020, for a period of more than six months from the date they became payable.

(b) According to the records of the Company and explanation given to us, there are no material dues of provident fund, Employees State Insurance, profession tax, income-tax, Goods and Service tax, Duty of customs, cess and any other statutory dues on account of dispute which have not been deposited with the appropriates authorities on account of any disputes as on 31st March, 2020.

(viii) REPAYMENT OF LOAN [CLAUSE 3(VIII)] -

Based on our audit procedures and the information and explanation given by management, the company has not borrowed funds from financial institutions, banks or money raised through the issue of debentures during the period under review. Therefore details required to be disclosed under clause 3 (viii) of the Companies (Auditors Report) Order, 2016 is not applicable to the company.

(ix) UTILISATION OF IPO AND FURTHER PUBLIC OFFER [CLAUSE 3(XI)] -

According to the records of the Company and explanation given to us, the company did not raised money by way of Initial Public Offer (IPO) or further public offer (including debt instruments) and term loans during the period under review, therefore, clause 3(ix) of the Companies (Auditors Report) Order, 2016 is not applicable to the company.

(x) REPORTING OF FRAUD [CLAUSE 3(X)] -

To the best of our knowledge and according to the information and explanations given to us, no material fraud by the Company or no material fraud on the Company by its officers or employees has been noticed or reported during the course of our audit.

(xi) APPROVAL OF MANAGERIAL REMUNERATION [CLAUSE 3(XI)] -

Based upon the audit procedures performed and the information and the explanations given by the management, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.

(xii) NIDHI COMPANY [CLAUSE 3(XII)] -

As per information and explanation given by the management, the company is not a Chit Fund, Nidhi or Mutual Benefit Fund/ Society. Therefore, clause 3(xii) of the Companies (Auditors Report) Order, 2016 is not applicable to the company.

(xiii) RELATED PARTY TRANSACTION [CLAUSE 3(XIII)] -

As per information and explanation given by the management, all transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where applicable, for all the transactions with the related parties and the details of the related party transactions have been disclosed in the financial statements as required by the applicable accounting standards.

(xiv) PRIVATE PLACEMENT OF PREFERENTIAL ISSUES [CLAUSE 3(XIV)] -

As per information and explanation given by the management, the company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the period under review, hence requirement of section 42 of the Companies Act, 2013 are not applicable to the company. Therefore, details under clause 3(xiv) of the Companies (Auditors Report) Order, 2016 are not applicable to the company.

(xv) NON CASH TRANSACTION [CLAUSE 3(XV)] -

As per information and explanation given by the management, the company has not entered into any non-cash transactions with directors or persons connected to its directors. Therefore, compliance pursuant to the provisions of section 192 of Companies Act 2013 is not applicable. Therefore, details under clause 3 (xv) of the Companies (Auditors Report) Order, 2016 are not applicable to the company.

(xvi) REGISTER UNDER RBI ACT 1934 [CLAUSE 3(XVI)] -

As per information and explanation given by the management, the company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Therefore, clause 3 (xvi) of the Companies (Auditors Report) Order, 2016 is not applicable to the company.

For MNNY & Associates
Chartered Accountants
FRN: 114018W
Sd/-
CA Yuvrajsingh Rathore
Partner
Membership no.: 126873
Place : Mumbai
Date : 15th September, 2020
UDIN : 20126873AAAABR268

ANNEXURE (B) TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 2(f) under the heading "Report on other legal and regulatory requirements" of our report of even date on account of Pazel International Limited ("the Company") for the year ended 31st March 2020, Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub section 3 of section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls over financial reporting of Pazel International Limited ("the Company") as of 31st March, 2020 in conjunction with our audit of the financial statements of the company for the year ended on that date.

MANAGEMENTS RESPONSIBILITY FOR THE 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 essentials components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India ("ICAI"). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Companys policies, the Safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

AUDITORS RESPONSIBILITY

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We have 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 the Institute of Chartered Accountants of India and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. 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 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 preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Companys internal financial control over financial reporting includes policies and procedures that :

(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions 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 expenditure of the Company are being made only in 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 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, to the best of our information and according to the explanation given to us, 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 31st March, 2020, 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 MNNY & Associates
Chartered Accountants
FRN: 114018W
Sd/-
CA Yuvrajsingh Rathore
Partner
Membership no.: 126873
Place : Mumbai
Date : 15th September, 2020
UDIN : 20126873AAAABR268