ToThe Members of Yaan Enterprise Ltd (Formerly known as ‘Crown Tours
Limited’)
Report on the audit of the financial statements
Opinion
We have audited the accompanying financial statements of Yaan Enterprise Ltd(Formerly
known as ‘Crown Tours Limited’) ("the Company"), which comprise the
balance sheet as at March 31, 2023, and the Statement of Profit and Loss (including Other
Comprehensive Income), the 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 ‘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 (‘Act’) in the manner so required and give a true and fair
view in conformity with the Indian accounting standards prescribed under Section 133 of
the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended,
("Ind AS") and other accounting principles generally accepted in India, of the
state of affairs of the Company as at March 31, 2023, its profit, total comprehensive
income, changes in equity and cash flows for the year ended on that date. vO
Basis for opinion
We conducted our audit of the financial statement in accordance with the standards on
auditing specified under section 143 (10) of the Companies Act, 2013. Our responsibilities
under those Standards are further described in the auditor’s responsibilities for the
audit of the financial statements section of our report. We are independent of the Company
in accordance with the code of ethics issued by the Institute of Chartered Accountants of
India together with the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Act and the rules thereunder, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the
code of ethics.We believe that the audit evidence we have obtained is sufficient and
appropriate to providea basis for our opinion.
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 that there are no key audit matters to communicate in our report.
Information other than the financial statements and auditors’ report thereon
The Company’s Board of Directors is responsible for the other information. The
other information comprises of Board’s Report and Management discussion analysis
report, but does not include the Financial Statements and our auditors’ report
thereon. The Board’s Report and Management discussion analysis report is expected to
be made available to us after the date of this auditor’s report.
Our opinion on the aforesaid 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 aforesaid Financial Statements, our responsibility
is to read the other information and, in doing so, consider whether such 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 as no other information as described above has
been made available for review.
Management’s responsibility for the financial statements
The Company’s 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 financial position, financial performance including other
comprehensive income, cash flows and changes in equity of the Company in accordance with
the accounting principles generally accepted in India, including the accounting standards
specified under section 133 of the Act. This responsibility also includes maintenance of
adequate accounting records in accordance with the provisions of the Act for safeguarding
of the assets of the Company and for preventing and detecting frauds and other
irregularities; selection and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records, relevant to the
preparation and presentation of the financial 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, management is responsible for assessing the
Company’s 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.
The board of directors are also responsible for overseeing the Company’s financial
reporting process.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial
statementsas a whole are free from material misstatement, whether due to fraud or error,
and to issue an auditor’s 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
maintainprofessional 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
designaudit procedures that are appropriate in 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 adequate internal financial controls system 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 management’s 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
Company’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s 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 auditor’s 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.
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 themall
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
As required by the Companies (Auditor’s Report) Order, 2020 ("the
Order"), issued by theCentral 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.
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 purposes of our audit;
(b) In our opinion, proper books of account as required by law have been kept by the
Company so far as it appears from our examination of those books;
(c) The balance sheet, the statement of profit and loss including the Statement of
Other Comprehensive Income,the cash flow statement 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
standardsspecified under section 133 of the Act, read with Companies (Indian Accounting
Standards) Rules,2015, as amended;
(e) On the basis of the written representations received from the directors as on March
31, 2023 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 with reference to these aforesaid Financial Statements and the
operating effectiveness of such controls, refer to our separate Report in "Annexure
B" to this report; and
(g) In our opinion and according to the information and explanation given to us, no
managerial remuneration has been paid / provided by the Company to its directors for the
year ended March 31, 2023. Accordingly, reporting u/s 197 (16) of the Act is not
applicable;
(h) With respect to the other matters to be included in the Auditor’s Report in
accordancewith Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion
and to the best of our information and according to the explanations given to us;
a. The Company does not have any pending litigations which would impact its financial
position;
b. The Company did not have any long-term contracts including derivative contracts
forwhich there were any material foreseeable losses;
c. There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company.
d. i. The Management has represented that, to the best of its knowledge and belief, no
funds (which are material either individually or in the aggregate) 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
entity ("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 (refer note 41.c to the financial statement);
ii. The Management has represented, that, to the best of its knowledge and belief, no
funds (which are material either individually or in the aggregate) have been received by
the Company from any person or entity, including foreign entity ("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 (refer note 41.c to the
financial statement);
iii. Based on the audit procedures that have been 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 (i) and (ii) of Rule 11(e), as provided under (a) and
(b) above, contain any material misstatement.
iv. No dividend declared and paid by the Company during the year hence no such
compliance with Section 123 of the Act is applicable to the Company.
v. Provison to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books
of account using accounting software which has a feature of recording audit trail (edit
log) facility is applicable to the Company with effect from April 1, 2023, and
accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is
not applicable for the financial year ended March 31, 2023.
Annexure - A to the Auditors’ Report
The Annexure referred to in Independent Auditors’ Report to the members of Yaan
Enterprise Ltd (Formerly known as ‘Crown Tours Limited’)(‘the
Company’) on the financial statements for the year ended 31 March 2023, we report
that:
(i) (a) (A) The Company has maintained proper records showing full particulars,
including quantitative details and situation of Property, Plant and Equipment.
(B) The Company has maintained proper records showing full particulars of intangible
assets.
(b) As explained to us, Property, Plant and Equipment have been physically verified by
the management at reasonable intervals. 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, the company does not hold any immovable
property. Accordingly clause 1 (c) of the order in not applicable.
(d) The Company has not revalued any of its Property, Plant and Equipment and
intangible assets during the year.
(e ) No proceedings have been initiated during the year or are pending against the
Company as at March 31, 2023 for holding any benami property under the Benami Transactions
(Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.
(ii) (a) The physical verification of inventory has been conducted at reasonable
intervals by the
Management during the year and, in our opinion, the coverage and procedure of such
verification by Management is appropriate. No discrepancies were noticed on physical
verification of inventory as compared to book records in excess of 10% or more in
aggregate for each class of inventory.
(b) The Company has not been sanctioned working capital limits in excess of ? 5 crore,
in aggregate, at any points of time during the year, from banks or financial institutions
on the basis of security of current assets and hence reporting under clause 3(ii)(b) of
the Order is not applicable.
(iii) According to the information and explanations given to us and on the basis of our
examination of the records of the Company, the Company has not made any investments in,
provided any guarantee or security or granted any loans, secured or unsecured to
companies, firms, limited liability partnerships or any other parties. Accordingly clause
3 (iii) (a) to (f) of the Order is not applicable.
(iv) In our opinion and according to the information and explanations given to us, the
Company has not made any loans, investments, guarantees, and security, which require
compliance of section 185 and 186 of the Act.
(v) The Company has not accepted any deposits or amounts which are deemed to be
deposits from the public.Accordingly clause 3 (v) of the Order is not applicable.
(vi) The Central Government has not prescribed the maintenance of cost records under
section 148(1) of the Act, for any of the services rendered by the Company. Accordingly
clause 3 (vi) of the Order is not applicable.
(vii) (a) According to the information and explanation given to us sales-tax, wealth
tax, duty of customs, duty of excise, value added tax, employee state insurance are not
applicable to the company. The Company is regular in depositing undisputed statutory dues
including income tax, Goods and Service Tax, Profession tax, provident fund, and other
statutory dues with the appropriate authorities during the year.
According to the information and explanation given to us, no undisputed amounts payable
were in arrears, as at 31st March, 2023 for the period of more than six months from the
date they became payable.
(b) According to the information and explanation given to us, there are no statutory
dues of income tax,goods and service tax, provident fund, sales-tax or duty of customs or
duty of excise or value added tax, cess which have not been deposited with the appropriate
authorities on account of any dispute.
(viii) There were no transactions relating to previously unrecorded income that have
been surrendered or disclosed as income during the year in the tax assessments under the
Income Tax Act, 1961 (43 of 1961).
(ix) The Company does not have any loans or borrowings from any financial institution,
banks, government or debenture holders during the year. Accordingly, paragraph 3(ix) of
the Order is not applicable.
(x) (a) The Company did not raised any money by way of initial public offer or further
public offer (including debt instruments) during the year. Accordingly, paragraph 3 (x)
(a) of the Order is not applicable.
(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 3(x)(b) of the Order is not applicable.
(xi) According to the information and explanations given to us, no fraud by the Company
or on the Company by its officers or employees has been noticed or reported during the
course of our audit.
(xii) The Company is not a nidhi company and accordingly, paragraph 3(xii) of the Order
is not applicable.
(xiii) According to the information and explanations given to us, the transactions
undertaken by the company has with the related parties are in compliance with s. 177 and
s. 188, of the Act, during the year and the details of such transactions have been
disclosed as per disclosures required by the relevant accounting standards.
(xiv) (a) In our opinion the Company has an adequate internal audit system commensurate
with the size and the nature of its business.
(b) We have considered, the internal audit reports for the year under audit, issued to
the Company during the year and till date, in determining the nature, timing and extent of
our audit procedures.
(xv) According to the information and explanations given to us and based on our
examination of the records of the Company, the Company has not entered into non-cash
transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of
the Order is not applicable.
(xvi) (a) In our opinion, the Company is not required to be registered under section 45
-IA of the Reserve Bank of India Act, 1934. Hence, reporting under clause 3(xvi)(a), (b)
and (c) of the Order is not applicable.
(b) In our opinion, there is no core investment company within the Group (as defined in
the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly reporting
under clause 3(xvi)(d) of the Order is not applicable.
(xvii) The Company has not incurred cash losses during the financial year covered by
our audit and the immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors during the year and
accordingly this clause is not applicable.
(xix) On the basis of the financial ratios (Refer Note 35 to the financial statement),
ageing and expected dates of realisation of financial assets and payment of financial
liabilities, other information accompanying the financial statements and 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 indicating 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. 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 explanations given to us and on the basis of our
examination of the records of the Company, the provisions of s. 135 of Companies Act, 2013
are not applicable to the company. Accordingly reporting under clause 3(xx)(a) & (b)
of the Order is not applicable.
Annexure - B to the Auditors’ Report
Report on the Internal Financial Controls 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 Yaan
Enterprise Ltd (Formerly known as ‘Crown Tours Limited’)("the
Company") as of 31 March 2023 in conjunction with our audit of the financial
statements of the Company for the year ended on that date.
Management’s Responsibility for Internal Financial Controls
The Company’s 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 company’s 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 conducted our audit in accordance
with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting
(the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed
to be prescribed under section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls, both applicable to an audit of
Internal Financial Controls and, both issued by the Institute of Chartered Accountants of
India. Those Standards and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and
maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of
the internal financial controls system over financial reporting and their operating
effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the assessed risk. The procedures
selected depend on the auditor’s judgment, including the assessment of the risks of
materia l 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 Company’s 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 authorisations of
management and directors of the company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorised acquisition, use, or disposition of the
companys assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls Over Financial Reporting
Because of the inherent limitations of internal financial controls over financial
reporting, including the possibility of collusion or improper management override of
controls, material misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial
reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal
financial controls system over financial reporting and such internal financial controls
over financial reporting were operating effectively as at 31 March 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.
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