To
The Board of Directors
Chandan Healthcare Limited
Biotech Park, Sector G, Kursi road, Jankipuram
Lucknow, Uttar Pradesh, India, 226021
Dear Sir,
1. We have examined the attached restated consolidated financial information of CHANDAN HEALTHCARE LIMITED (hereinafter referred to as "the Company") and its subsidiaries (the Company and its subsidiaries collectively referred to as the "Group") comprising the Restated Consolidated Statement of Assets and Liabilities as at March 31, 2024, March 31, 2023 and March 31, 2022, the Restated Consolidated Statements of Profit and Loss, the Restated Consolidated Cash Flow Statement for the year ended March 31, 2024, March 31, 2023, March 31, 2022, the Statement of Significant Accounting Policies and the Notes as forming part of these Restated Consolidated Financial Statements (collectively, the "Restated Consolidated Financial Information"), as approved by the Board of Directors of the Company at their meeting held on 12th September, 2024, for the purpose of inclusion in the Draft Red Herring Prospectus/ Red Herring Prospectus/ Prospectus ("Offer Document") prepared by the Company in connection with its proposed SME Initial Public Offer.
These Restated Summary Statements for offer of equity shares ("SME IPO") has been prepared in accordance with the requirements of:
(i) sub-clauses (i) and (iii) of clause (b) of sub-section (1) of section 26 of part I of chapter III of the Companies Act, 2013 including Rules thereon, as amended ("the Act") read with Companies (Prospectus and Allotment of Securities) Rules 2014;
(ii) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations 2018, as amended ("ICDR Regulations") and related amendments / clarifications from time to time issued by the Securities and Exchange Board of India ("SEBI")
(iii) The Guidance Note on Reports in Company Prospectus (Revised 2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended from time to time (the "Guidance Note")
2. In terms of Schedule-VI of the SEBI (ICDR) Regulations, 2018 and other provisions relating to accounts, We, M/s M S N T & Associates LLP., Chartered Accountants, have been subjected to the peer review process of the Institute of Chartered Accountants of India (ICAI) and hold valid Certificate No. 013922 dated 03 January 2022 issued by the "Peer Review Board" of the ICAI.
3. The Companys Board of Directors are responsible for the preparation of the Restated Consolidated Financial Information for the purpose of inclusion in the Offer Document to be filed with Securities and Exchange Board of India, relevant stock exchange and Registrar of Companies, Kanpur in connection with the proposed SME IPO. The Restated Consolidated Financial Information has been extracted by the management from the Audited Financial Statements of the group for the period ended 31st March, 2024, 31st March, 2023 and 31st March 2022, which have been approved by the Board of Directors of the respective companies with
in the group. The Board of Directors responsibility includes designing implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Consolidated Financial Information. The Board of Directors is also responsible for identifying and ensuring that the Company complies with the Companies Act, (ICDR) Regulations and the Guidance Note.
4. We have examined such Restated Consolidated Financial Information taking into consideration:
i. The terms of reference to our engagements with the Company letter dated 4th April 2024 requesting us to carry out the assignment, in connection with the Red Herring Prospectus/ Prospectus being issued by the Company for its proposed Initial Public Offering of equity shares in SME Platform of relevant stock Exchange. ("IPO" or "SME IPO").
ii. The Guidance Note. The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI.
iii. Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Information; and Restated Consolidated Financial Information; and
iv. The requirements of Section 26 of the Act and the ICDR Regulations
Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR Regulations and the Guidance Note in connection with the IPO. We have audited such consolidated financial information of the company for the limited purpose of complying with the requirement of getting its financial statements audited by an audit firm holding a valid peer review certificate issued by the "Peer Review Board" of the ICAI as required by ICDR Regulations in relation to proposed IPO. We have issued our report dated 12th September 2024 on these consolidated financial information to the Board of Directors who have approved these in their meeting held on 12th September 2024.
5. In accordance with the requirements of the Act including the rules made there under, ICDR Regulations, Guidance Note and Engagement Letter, we report that:
(i) The "restated statement of consolidated asset and liabilities" of the Company as at March 31, 2024, March 31, 2023, and March 31, 2022 examined by us, as attached to this report read with significant accounting policies has been arrived at after making such adjustments and regroupings to the audited consolidated financial statements of the Company, as in our opinion were appropriate.
(ii) The "restated statement of Consolidated profit and loss" of the Company for the year ended on March 31, 2024, March 31, 2023, and March 31, 2022 examined by us, as attached to this report read with significant accounting policies has been arrived at after making such adjustments and regroupings to the audited consolidated financial statements of the Company, as in our opinion were appropriate.
(iii) The "restated statement of consolidated cash flows" of the Company for the year ended on March 31, 2024, March 31, 2023, and March 31, 2022 examined by us, as attached to this report read with significant accounting policies has been arrived at after making such adjustments and regroupings to the audited consolidated financial statements of the Company, as in our opinion were appropriate.
6. Based on our examination, we are of the opinion that the restated consolidated financial statements have been prepared after incorporating:
a) Regroupings to the audited consolidated financial statements of the Company, as in our opinion were appropriate
b) There are no adjustments for the changes in accounting policies retrospectively in respective financial years to reflect the same accounting treatment as per the changed accounting policy for all reporting periods, if any.
c) There are no adjustments for prior period and other material amounts in the respective financial year to which they relate and there are no qualifications which require adjustments and
d) There are no extra-ordinary items that need to be disclosed separately in the accounts and qualifications requiring adjustments
e) There were no qualifications in the Audit Reports issued by the Statutory Auditors for the financial year ended on 31st March 2024, 2023, and 2022 which would require adjustments in this Restated Financial Statements of the Company.
f) These Profits and Losses have been arrived at after charging all expenses including depreciation and after making such adjustments/restatements in respect of regroupings as in our opinion are appropriate and are to be read in accordance with the Significant Accounting Polices and Notes to Accounts as set out in attachment to this report.
7. Audit of CHANDAN HEALTHCARE LIMITED for the year ended 31st March 2024 & 31st March 2023 is Conducted by us. whereas audit for the financial year ended 31st March 2022 was conducted by M/s Ashish Mishra & Associates and accordingly reliance has been placed on the financial information examined by them for the said year.
8. We have also examined the following other financial information relating to the Company prepared by the Management and as approved by the Board of Directors of the Company and annexed to this report relating to the Company for the year ended 31st March 2024, 31st March 2023 and 31st March 2022 proposed to be included in the Offer Document.
9. We conducted the audit of Chandan Pharmacy Ltd, one of the three subsidiaries. However, we did not audit the financial statements of the other two subsidiaries, Chandan Diagnostic Limited and Indira Diagnostic Centre & Blood Bank Limited, whose share of profit has been included in the consolidated financial information. The financial statements of these subsidiaries have been audited by other auditors, and their reports have been provided to us by the Companys management. Our opinion on the consolidated financial statements, as it pertains to the amounts and disclosures related to these components, is based solely on the reports of the other auditors:
Particulars | for the year ended March 31, 2024 | for the year ended March 31, 2023 | for the year ended March 31, 2022 |
Number of subsidiaries | 3 | 3 | 3 |
Revenue of subsidiaries | 7,671.53 | 6,105.60 | 4,795.94 |
10. The Restated consolidated Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the audited consolidated financial statements mentioned above.
11. The preparation and presentation of the consolidated Financial Statements referred to above are based on the Audited consolidated financial statements of the Company and are in accordance with the provisions of the Act and ICDR Regulations. The consolidated Financial Statements and information referred to above is the responsibility of the management of the Company.
12. The report should not in any way be construed as a re-issuance or re-dating of any of the previous audit reports issued by any other firm of chartered accountants nor should this report be construed as a new opinion on any of the financial statements referred to therein.
13. We have no responsibility to update our report for events and circumstances occurring after the date of the report.
14. In our opinion, the above consolidated financial information attached to this report read with the respective significant accounting policies and notes to restated statements as attached are prepared after making adjustments and regrouping as considered appropriate and have been prepared in accordance with the Act,
ICDR Regulations, Engagement Letter and Guidance Note.
15. Our report is intended solely for use of the Board of Directors for inclusion in the Offer Document in connection with the SME IPO. Our report should not be used, referred to or adjusted for any other purpose except with our consent in writing. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing.
Yours faithfully, |
For MSNT & ASSOCIATES LLP |
Chartered Accountants |
Firm Registration No.: 018542C/C400322 |
Navodit Tyagi |
Partner |
Membership No.: 533375 |
UDIN No: 24533375BKFJMP1629 |
Place: Noida |
Date: September 12, 2024 |
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