To the Board of Directors of
BACIL PHARMA LIMITED
Report on the Audit of Financial Results
Opinion
We have audited the annual financial results of BACIL PHARMA LIMITED (hereinafter
referred to as the Company") for the year ended March 31, 2023 and the Balance Sheet
and the Statement of Cash Flows as at and for the year ended on that date, attached
herewith, being submitted by the Company pursuant to the requirement of Regulation 33 and
Regulation 52 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015, as amended (the Listing Regulations).
In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid financial results:
i. are presented in accordance with the requirements of Regulation 33 and Regulation 52
of the Listing Regulations in this regard; and
ii. give a true and fair view in conformity with the recognition and measurement
principles laid down in the applicable accounting standards prescribed under Section 133
of the Companies Act, 2013 (the "Act") and other accounting principles generally
accepted in India, of net profit and other comprehensive income and other financial
information of the Company for the year ended March 31, 2023 and the balance sheet and the
statement of cash flows as at and for the year ended on that date.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the financial statements of the current period. These matters
were addressed in the context of our audit of the financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters. We
have determined the matters described below to be key audit matters to be communicated in
our report.
| Key Audit Matter |
How the matter was addressed in our Audit |
| The company has given unsecured loans and advances to various parties which is not the
main object / core business activity of the company. |
We have recognized the same on the fair value and interest income is recognized on
accrual basis. However, if the interest is not recoverable then management does not
recognise the same. |
Emphasis of Matter
Recoverability of the balances of loans and advances given to various parties are yet
to be determined by the management. These loans and advances are subject to confirmation
by management.
Other Information
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 Results
These financial results have been prepared on the basis of the annual financial
statements. The Companys Board of Directors are responsible for the preparation and
presentation of these financial results that give a true and fair view of the net profit
and other comprehensive income and other financial information of the Company and the
balance sheet and the statement of cash flows in accordance with the recognition and
measurement principles laid down in the Indian Accounting Standards prescribed under
Section 133 of the Act read with relevant rules issued thereunder and other accounting
principles generally accepted in India and in compliance with Regulation 33 and Regulation
52 of the Listing Regulations. The Board of Directors of the Company are responsible for
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 the design, implementation
and maintenance of adequate internal financial controls, that were operating effectively
for ensuring 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, which have been
used for the purpose of preparation of the financial results by the Directors of the
Company, as aforesaid.
In preparing the financial results, the Board of Directors of the Company are
responsible for assessing the ability of the Company to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern
basis of accounting unless the 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 of the Company are responsible for overseeing the financial reporting process of
the Company.
Auditors Responsibilities for the Audit of the Financial Results
Our objectives are to obtain reasonable assurance about whether the financial results
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 results.
As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
a. Identify and assess the risks of material misstatement of the financial results,
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.
b. 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.
c. Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the Board of Directors.
d. Conclude on the appropriateness of the 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 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 results 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.
e. Evaluate the overall presentation, structure and content of the financial results
including the disclosures, and whether the financial results 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.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order, 2020 (the Order) issued by
the Central Government of India in terms of Section 143(11) of the Act, we give in the
"Annexure 1" a statement on the matters specified in paragraphs 3 and 4 of the
Order.
2. As required by Section 143(3) of the Act, we report that:
a) Apart from matters stated in emphasis of matter paragraph, 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 accounts as required by law have been kept by the
Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss including other comprehensive
income, the statement of change in equity and the Cash Flow Statement dealt with by this
Report are in agreement with the relevant books of account.
d) In our opinion, the aforesaid financial statements comply with Ind AS specified
under Section 133 of the Act.
e) On the basis of the written representations received from the directors and taken on
record by the Board of Directors, none of the directors is disqualified as on March 31,
2023, from being appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial
reporting of the Company and the operating effectiveness of such controls, refer to our
separate report in "Annexure 2" to this report.
g) With respect to the other matters to be included in the Auditors Report in
accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014 (as amended), in
our opinion and to the best of our information and according to the explanations given to
us:
a) The Company has no pending litigations as of March 31, 2023, on its financial
position in its standalone financial statements.
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.
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 or entity,
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 on behalf of the Ultimate Beneficiaries; The management
has represented that, to the best of its knowledge and belief, no funds have been received
by the Company from any person or entity, 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 on
behalf of the Ultimate Beneficiaries; and
Based on such audit procedures that were 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 (a) and (b) contain any material misstatement.
3. In our opinion and to the best of our information and according to the explanation
given to us, the company has not paid any remuneration to its directors during the year.
Hence the provisions of Section 197 of the Act are not applicable.
For Laxmikant Kabra & Co LLP
Chartered Accountants
FRN.: 117183W/ W100736
Sd-
CA Siddhant Kabra
Partner
Place: Thane
Membership No.: 193348
Date: 16th May 2023
UDIN: 23193348BGVRMU6116
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT:
The Annexure referred to in Independent Auditors Report to the members of the Company
on the financial statements for the year ended 31st March 2023, we report that:
i. a. The Company has maintained proper records showing full particulars, including
quantitative details and situation of its fixed assets.
b. The Company has a regular programme of physical verification of its property plant
and equipment by which fixed assets are verified in a phased manner over a period of three
years. In our opinion, this periodicity of physical verification is reasonable having
regard to the size of the Company and the nature of its assets. In accordance with this
programme, certain property plant and equipment were verified during the year and no
material discrepancies were noticed on such verification.
c. According to the information and explanations given to us and on the basis of our
examination of the records of the company, company does not have any immovable property.
d. The Company has not revalued its Property, Plant and Equipment (including Right of
use assets) during the year ended 31st March 2023.
e. There are no proceedings initiated or are pending against the Company for holding
any benami property under the Prohibition of Benami Property Transactions Act, 1988 and
rules made thereunder.
ii. As per the information and explanations given to us, the company does not have any
inventory. Accordingly, clause 3(ii) of the order is not applicable to the company.
iii. According to the information and explanations given to us and based on the audit
procedures conducted by us in our opinion the investments made and the terms and
conditions of the grant of secured and unsecured loans are prima facie, not prejudicial to
the interest of the Company. However, it was observed that interest was charged only if
the management felt that the same could be receivable and hance interest was charged on
only one of these advances. These advances are either repayable on demand or without
specifying any terms or period of repayment.
iv. The company has not granted any loans, or made any investments, guarantees, and
security, to which the provisions of sections 185 and 186 of the Companies Act 2013 apply.
v. The Company has neither accepted any deposits from the public nor accepted any
amounts which are deemed to be deposits within the meaning of Sections 73 to 76 of the
Companies Act and the rules made thereunder, to the extent applicable. Accordingly, the
requirement to report on clause 3(v) of the Order is not applicable to the Company.
vi. To the best of our knowledge and explanation given to us, the provisions of
maintenance of cost records under sub section (1) of Section 148 of the Act are not
applicable to Company for the financial year 2020-21. Accordingly, the requirement to
report on clause 3(vi) of the Order is not applicable to the Company.
vii. a. Undisputed statutory dues including provident fund, employees state insurance,
income- tax, Goods and Service Tax, Custom Duty and other material statutory dues have
generally been regularly deposited with the appropriate authorities though there has been
a slight delay in a few cases.
According to the information and explanations given to us, no undisputed amounts
payable in respect of income tax, Goods and Service tax, Custom Duty and other material
statutory dues were outstanding for the year end, for a period of more than six months
from the date they became payable.
b. According to the records of the Company, there are no dues outstanding of
income-tax, sales- tax, service tax, duty of custom, duty of excise, value added tax and
cess on account of any dispute for the year ended March 31, 2023.
viii. The Company has not surrendered or disclosed any transaction, previously
unrecorded in the books of account, in the tax assessments under the Income Tax Act, 1961
as income during the year. Accordingly, the requirement to report on clause 3(viii) of the
Order is not applicable to the Company.
ix. a. Based on our audit procedures performed for the purpose of reporting the true
and fair view of the financial statements and according to information and explanations
given by the management, we are of the opinion that the Company has not defaulted in
repayment of dues to a financial institution, bank or debenture holders or government.
b. The Company has not been declared as a willful defaulter by any bank or financial
institution or government or any government authority during the year.
c. During the year the company has not availed of or has been disbursed any term loans.
d. On an overall examination of the financial statements of the Company, no funds
raised on short-term basis have been used for long-term purposes during the year by the
Company.
e. The company does not have any Subsidiary, Associates or Joint Ventures.
f. The company does not have any Subsidiary, Associates or Joint Ventures.
x. a. The Company has not raised any money during the year by way of initial public
offer/further public offer (including debt instruments) hence, the requirement to report
on clause 3(x)(a) of the Order is not applicable to the Company.
b. During the year the Company has not made any preferential allotment or private
placement of shares or convertible debentures (fully or partly or optionally) and hence
reporting under clause (x)(b) of the Order is not applicable to the Company.
xi. a. No fraud by the Company or no fraud on the Company has been noticed or reported
during the year
b. There is no instance, during the year that necessitates reporting in the form ADT-4
c. There are no instances of whistle-blower complaints received by the company during
the year.
xii. The Company is not a Nidhi Company as per the provisions of the Companies Act,
2013. Therefore, the requirement to report on clauses 3(xii)(a), (b) and (c) of the Order
is not applicable to the Company.
xiii. In our opinion, transactions with the related parties are in compliance with
Sections 177 and 188 of Companies Act, 2013 where applicable and the details have been
disclosed in the notes to the financial statements, as required by the applicable
accounting standards.
xiv. The Company does not have an internal audit system. Accordingly, we cannot comment
on the same.
xv. During the year the Company has entered into non-cash transactions with persons
connected with its directors but the same do not contravene any restrictions laid down by
section 192 of the companies act, 2013.
xvi. a. The provisions of Section 45-IA of the Reserve Bank of India Act, 1934 (2 of
1934) are not applicable to the Company. Accordingly, the requirement to report on clause
(xvi) (a) of the Order is not applicable to the Company
b. The Company has not conducted any Non-Banking Financial or Housing Finance
activities without obtaining a valid Certificate of Registration (CoR) from the Reserve
Bank of India as per the Reserve Bank of India Act, 1934.
c. The Company is not a Core Investment Company as defined in the regulations made by
Reserve Bank of India. Accordingly, the requirement to report on clause 3(xvi) of the
Order is not applicable to the Company.
d. There is no Core Investment Company as a part of the Group, hence, the requirement
to report on clause 3(xvi) of the Order is not applicable to the Company.
xvii. Since there were no operations during the year, the company has incurred loss on
account of fixed cost. The profit and loss of other comprehensive income which relates to
investment activities have not been considered for purpose of the said clause as the same
has not been realised during the year.
xviii. There has been no resignation of the statutory auditors during the year and
accordingly requirement to report on Clause 3(xviii) of the Order is not applicable to the
Company
xix. On the basis of the financial ratios, ageing and expected dates of realization 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, we believe that there
does not exists material uncertainty as on the date of the audit report 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. Even though there
are no operations or business in the company, management is of the opinion that company
will start its operations. Also, Current assets of the company are more than current
liabilities. 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. According to the information and explanation given to us provisions of section 135
of the Companies Act 2013 are not applicable to the company. Accordingly, the requirement
to report on clause 3(xx) of the Order is not applicable to the Company.
xxi. The company does not have any subsidiaries or associates or joint ventures, the
accounts of which are to be consolidated and as such there are no consolidated financial
statements.
For Laxmikant Kabra & Co LLP
Chartered Accountants
FRN.: 117183W/ W100736
Sd-
CA Siddhant Kabra
Partner
Place: Thane
Membership No.: 193348
Date: 16th May 2023
UDIN: 23193348BGVRMU6116
ANNEXURE B TO INDEPENDENT AUDITORS REPORT
Referred to in paragraph 10(f) of the Independent Auditors Report of even date to the
members BACIL PHARMA LIMITED on the financial statements for the year ended March 31, 2023
Report on the internal financial controls under clause (i) of sub-section 3 of section
143 of the Act
We have audited the internal financial controls over financial reporting BACIL PHARMA
LIMITED (the Company) as of March 31, 2023, in conjunction with our audit of the
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 (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 Act.
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 deemed to be prescribed under section
143(10) of the Act 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 ICAI.
Those Standards and the Guidance Note require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether adequate internal
financial controls over financial reporting was established and maintained and if such
controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of
the internal financial controls system over financial reporting and their operating
effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the assessed risk. The procedures
selected depend on the auditors judgment, including the assessment of the risks of
material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the Companys internal financial controls system
over financial reporting.
Meaning of internal financial controls over financial reporting
A companys internal financial control over financial reporting is a process designed
to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally
accepted accounting principles.
A companys internal financial control over financial reporting includes those policies
and procedures that:
1. Pertain to the maintenance of records that, in reasonable detail, accurately and
fairly reflect the transactions and dispositions of the assets of the company.
2. Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management and directors of the company.
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, the Company does not have, in all material respects, an adequate
internal financial controls system over financial reporting and such internal financial
controls over financial reporting were operating effectively as at March 31, 2023, based
on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note on
Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of
Chartered Accountants of India.
For Laxmikant Kabra & Co LLP
Chartered Accountants
FRN.: 117183W/ W100736
Sd-
CA Siddhant Kabra
Partner
Place: Thane
Membership No.: 193348
Date: 16th May, 2023
UDIN: 23193348BGVRMU6116.
+91-9892691696
