future supply Auditors report

To

The Members

Future Supply Chain Solutions Limited

Report on the Audit of the Standalone Financial Statements

QUALIFIED OPINION

We have audited the accompanying Standalone Financial Statements of Future Supply Chain Solutions Limited (the "Company"), which comprise the Balance Sheet as at March 31, 2021, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flows and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory information (hereinafter referred to as the "Standalone Financial Statements").

In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matter described in the Basis for Qualified Opinion paragraph below, the aforesaid Standalone 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 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 31,2021, its loss and total comprehensive income, the changes in equity and its cash flows for the year ended on that date.

BASIS FOR QUALIFIED OPINION

Total trade receivables amounting to Rs 74,232.83 Lakh includes related party receivables amounting to Rs 64,067.96 Lakh as at March 31,2021. There have been substantial delays in receipt from customers and subsequent receipts have not been significant. In view of the above, we are unable to obtain sufficient and appropriate audit evidence and are unable to comment on adequacy of loss provision, valuation and recoverability of balance outstanding amounting to Rs 73,588.23 Lakh (net of provision Rs 644.60 Lakh as at March 31, 2021).

We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing specified under section 143(10) of the Act ("SA"s). Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Standalone 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 Standalone Financial Statements under the provisions of the Act and the Rules made thereunder, 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 obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Standalone Financial Statements.

EMPHASIS OF MATTER

We draw your attention to the following matters:

i. We draw attention to Note No. 45 of the Statement, which describes uncertainties and managements assessment of the impact of the COVID-19 pandemic on the operations and financial statements of the Company. Further, due to Covid-19 related lock down restrictions, management was able to perform year end physical verification of Inventory and Fixed Assets at certain locations after the year end. We were unable to physically observe the verification of inventory and Fixed Assets that was carried out by the management and have relied on the managements representation provided for the same.

ii. We draw attention to Note No. 37 of the Statement, which narrates managements Resolution Plan under a Resolution Framework for COVID 19 related stress announced by the Reserve Bank of India. The Resolution Plan has been approved by Board of Directors and the lenders of the Company as a part of "the OTR Scheme".

iii. We draw attention to Note No. 37 of the Statement, which states managements decision for deferment of payment of annual interest on NCDs. The said annual interest was due to be paid on September 26, 2020 but the same has now been converted into Funded Interest Term Loan (FITL) which shall be payable 50% each in September 2021 & December 2021, respectively. Consent of debenture holder i.e. Azim Premji Trust has been obtained for implementing one-time restructuring of the same.

Our opinion is not modified in respect of the above matters.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Standalone Financial Statements of the current period. These matters were addressed in the context of our audit of the Standalone 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 the key audit matters to be communicated in our report.

Key Audit Matters	How our audit addressed the key audit matter
1. External Confirmations
COVID-19 has impacted the procedure of external confirmation request to vendors and customers at the year-end and therefore, positive external confirmation request was sent through electronic mode.	Our audit procedures included, among others, the following:
However, due to suspension of business activities of the many confirming parties, most confirmations were not received.	Revised assessed risk and modify our audit procedures to mitigate these risks;
The Company seeks and had sought confirmations from vendors and customers during the year.	• Obtained a reliable assurance pertaining to transactions with confirming parties, in sense for accurate and complete process of routine and significant classes of transactions such as revenue, purchases, etc.;
In such events, we auditors performed alternative audit procedures.	• Selected samples and tested the effectiveness of controls related to accuracy and completeness of transactions in totality considering the frequency and regularity of transactions;
This matter is considered to be key audit matter given the circumstances of the year-end confirmations under COVID-19 vis-a-vis non-COVID-19 scenario.	• Performed alternative audit procedures like
	• For accounts receivable balances: scrutiny of ledger accounts and verification of subsequent receipts;
	• For accounts payable balances: scrutiny of ledger accounts and other documents/records, such as bills from vendors and subsequent payments.
2. Carrying value of Trade Receivables
As at March 31, 2021, Trade receivables constitutes approximately 41.21% of total assets of the Company.	Our audit procedures in respect of evaluation of receivables included the following:
The Company is required to regularly assess the recoverability of its Trade Receivables.	• Tested the ageing of trade receivables and receipts subsequent to the year-end;
Recoverability of Trade Receivables was highly significant to our audit due to the value of amounts which also represents significant portion of the Companys working capital.	• Evaluated Managements assessment of the current financial situation of the major entities whose balances are receivable as at the year-end.
Expected credit loss involves judgement as it must reflect information about past events, current conditions and forecasts of future conditions, as well as the time value of money.	• Assessed the Companys expected credit loss calculations made in determining the recoverable amount.
Management has made provision for expected credit loss of Rs 644.60 Lakh. Considering the fact that out of total trade receivables around 90% are due to be recovered from Related Parties, the recoverability of Trade Receivables is a key audit matter in our audit of Ind AS Financial Statements.	• Sent and obtained confirmations for major parties possible.
	• On the basis of above audit procedures performed we conclude that there have been substantial delays in receipt from customers and subsequent receipts have not been significant.
	In view of the above, we are unable to obtain sufficient and appropriate audit evidence and are unable to comment on adequacy of loss provision, valuation and recoverability of balance outstanding.
3. Repayment of Term Loan & Interest thereon
Repayment of Term Loans of Rs 24,460.56 Lakh as on March 31, 2021 in structured quarterly instalments from March 31, 2022 onwards.	Our audit procedures with respect to this included the following:
Unpaid interest from March 2020 till the implementation date and interest accrued thereafter till June 30, 2021 to be converted into Funded Interest Term Loan ("FITL"). FITL as on March 31,2021 was Rs 994.73 Lakh.	• We have verified the approval of Board of Directors and lenders of the Company authorizing company to implement such OTR Scheme.
FITL to be repaid in two tranches by December 31, 2021.	• A signed copy of ICA Agreement between the Company and its lenders has been obtained, where support of 75% of lenders by value and 60% of lenders by number was obtained.
As Companies business and liquidity was directly impacted by COVID-19, the Company along with the lenders decided to implement an OTR Scheme under a Resolution Framework for COVID 19 related stress announced by the Reserve Bank of India hence it is a key audit matter in our audit of Ind AS Financial Statements.	• We have obtained sanction letter and Banks confirmation for conversion of outstanding interest on Term Loan into FITL.
	• We have verified the modified Repayment Schedule with the Sanction Letter obtained.
	• We have ensured that interest accrued on Term Loans have been properly accounted for and Term Loans have been properly classified into Current and Non-Current as per revised schedule.
	• An experts opinion has also been obtained by Company on proper presentation and disclosure of Term Loan in books of accounts.
4. Repayment of NCD & Interest thereon
During the year Company has deferred the payment of annual interest on NCDs amounting to Rs 2,019.85 Lakh.	Our audit procedures with respect to this included the following:
The said annual interest became due on September 26, 2020, now converted into Funded Interest Term Loan (FITL) which shall be payable 50% each in September 2021 & December 2021 respectively.	• We have verified the consents from Debenture holder and Debenture Trustee to restructure the terms of the Non Convertible Debentures, including rescheduling the redemption timeframe.
An interest @ 9.00% p.a. shall be payable on such coupon amount of the year 2019-20 from May 1,2021 till actual date of payment for the deferred period.	• We have obtained copies of intimation and in principle approval of Stock Exchange for sanction of OTR Scheme.
The redemption of NCDs are also proposed to be restructured.	• We have verified the terms of Restructuring plan for redemption of Debentures.
The COVID-19 pandemic has deeply impacted the long-term business viability and led to significant financial stress across the industries.	• We have verified the Repayment terms of FITL created on account of outstanding interest on Debentures.
The debt burden has become disproportionate relative to the cash flow generated by the Company owing to multiple lockdowns since pandemic surfaced. And since these NCDs are listed on BSE, it is a key audit matter in our audit of Ind AS Financial Statements.	• We have ensured that interest accrued on Debentures have been properly accounted for and Debentures have been properly classified into Current and Non-Current as per revised schedule.
5. Related Party Transactions
The Company has significant transactions with related parties which includes sale of products, services, rent, loans and advances given.	Performed test of controls over related party transactions with respect to approval of transactions by the Board of Directors of the Company, entering into agreements/contracts and recording in books of account;
Companys major portion of total revenue comes from related party.	• Read contracts and agreements with related parties to understand the nature of the transactions;
Considering the high volume of transactions with related parties and determination of arms length price to be a key audit matter in our audit of the standalone financial statements.	• Assessed the disclosures made in the Standalone Financial Statements as per Ind AS 24.
	• Obtained external party confirmation from all the major related parties.

INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITORS REPORT THEREON

The Companys Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Boards Report including Annexures to Boards Report, Business Responsibility Report, Corporate Governance Report and Shareholders Information, but does not include the Standalone Financial Statements and our auditors report thereon.

Our opinion on the Standalone 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 Standalone Financial Statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements, or our knowledge obtained during the course of our 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 STANDALONE FINANCIAL STATEMENTS

The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Standalone Financial Statements, management is 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.

The Board of Directors are also responsible for overseeing the Companys financial reporting process.

AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the Standalone 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 Standalone 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 Standalone 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 financial 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 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 the management.

<p>• 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 Standalone 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 Standalone Financial Statements, including the disclosures, and whether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.

• Obtain sufficient appropriate audit evidence regarding Standalone Financial Statements of the Company to express an opinion on the Standalone Financial Statements.

Materiality is the magnitude of misstatements in the Standalone Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the Standalone 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 Standalone 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 Standalone 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.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act, based on our audit we report that:

a) We have sought and except for the matter described in basis of qualified opinion paragraph above, obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

b) Except for the matter described in basis of qualified opinion paragraph above, 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 Company does not have any branches. Hence, the provisions of section 143(3)(c) is not applicable.

d) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the relevant books of account.

e) In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS specified under Section 133 of the Act, read with relevant rule issued there under to the extent applicable to the Company.

f) On the basis of the written representations received from the directors as on March 31, 2021 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2021 from being appointed as a director in terms of Section 164(2) of the Act.

g) 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 A". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls over financial reporting.

h) With respect to the other matters to be included in the Auditors Report in accordance with the requirements of section 197(16) of the Act, as amended, in our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.

i) 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:

i. The Company has disclosed the impact of pending litigations on its financial position in its Standalone Financial Statements.

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

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

j) Form MSME-1 which is required to be furnished to ROC semi-annually, in respect of outstanding payments to Micro and Small Enterprises is yet to be filed by the Company.

2. As required by the Companies (Auditors Report) Order, 2016 ("the Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order.

ANNEXURE "A" TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 1(g) under Report on Other Legal and Regulatory Requirements section of our report to the Members of Future Supply Chain Solutions Limited of even date)

REPORT ON THE INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING UNDER CLAUSE (I) OF SUBSECTION 3 OF SECTION 143 OF The COMPANIES ACT, 2013 ("The ACT").

We have audited the internal financial controls over financial reporting of FUTURE SUPPLY CHAIN SOLUTIONS LIMITED (the "Company") as of March 31, 2021 in conjunction with our audit of the standalone 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 the respective 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 of the Company 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") issued by the ICAI and the Standards on Auditing 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 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 with reference to financial statements.

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 the 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 explanations given to us, the Company has, in all material respects, adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2021, based on the internal financial 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

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT

(Referred to in Paragraph 2 under the heading of "Report on other Legal and Regulatory Requirements" of our report to the members of Future Supply Chain Solutions Limited of even date)

REPORT ON THE COMPANIES (AUDITORS REPORT) ORDER, 2016, ISSUED IN TERMS OF SECTION 143(11) OF THE

COMPANIES ACT, 2013 ("The ACT") OF FUTURE SUPPLY Chain SOLUTIONS LIMITED ("The COMPANY"):

i. In respect of companys Property, Plant and Equipment:

a. The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment.

b. The Company has a program of verification to cover all the items of Property, Plant and Equipment in a phased manner which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain Property, Plant and Equipment were physically verified by the management during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification.

c. The Company did not have any immovable property of freehold or leasehold land and building as at March 31, 2021. Therefore paragraph 3(i)(c) of Order is not applicable.

ii. The Management has conducted physical verification of inventory at regular intervals during the year. In our opinion and according to the information and explanations given to us, the company is maintaining proper records of inventory. The discrepancies noted on verification between physical stocks and the book records were not material having regard to the size of the Company and nature of its business.

iii. According to the information and explanations given to us, the Company has not granted loans, 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. Accordingly, the provisions of clauses 3(iii) (a), (b) and (c) of the order are not applicable to the Company.

iv. According to the information and explanations given to us, the Company has not granted any loans or made any investments, or provided any guarantees or security to the parties covered under section 185 and 186. Therefore, the provisions of clause 3(iv) of the said order are not applicable to the Company.

v. The Company has not accepted deposits during the year and does not have any unclaimed deposits as at March 31, 2021 within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). We have broadly reviewed such records and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.

vi. In our opinion and according to the information and explanations given to us, maintenance of cost records has not been specified by the Central Government under section 148(1) of the Companies Act, 2013 for the business activities carried out by the Company. Therefore, paragraph 3(vi) of the Order is not applicable.

vii. According to the information and explanation given to us, in respect of statutory dues:

a. The Company has been generally regular during the year, in depositing undisputed statutory dues, including Provident Fund, Employees State insurance, Income-Tax, Goods and Service Tax, Cess and other statutory dues applicable to it with the appropriate authorities.

b. There were no undisputed amounts payable in respect of Provident Fund, Employees State Insurance, Income-Tax, , Goods and Service tax, Custom Duty, Cess and other material statutory dues outstanding, at the year end, for a period of more than six months from the date they became payable.

viii. In our opinion and according to the information and explanations given by the management, the Company has not defaulted in repayment of loans or borrowing to a bank or dues to debenture holders. However, the Company along with the lenders decided to implement an OTR Scheme under a Resolution Framework for COVID 19 related stress announced by the Reserve Bank of India where it has deferred:

a. Repayment of Term Loans of Rs 24,460.56 lakh as on March 31, 2021 in structured quarterly instalments from March 31, 2022 onwards and

b. the payment of annual interest on NCDs amounting to Rs 2,019.85 Lakh including rescheduling the redemption timeframe.

ix. In our opinion and according to the information and explanation given by the management, we are of the opinion that money raised by Company by way of term loan has been applied for the purpose for which they were raised. The Company did not raise any money by way of Initial Public offer or further public offer.

x. Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and according to the information and explanations given by the management, we report that no fraud by the company or no material fraud on the company by the officers and employees of the Company has been noticed or reported during the year.

xi. According to the information and explanations given by the management, the managerial remuneration has been paid / provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act, 2013.

xii. In our opinion and according to the information and explanations given to us, the Company is not a Nidhi company. Therefore, paragraph 3(xii) of the Order is not applicable.

xiii. According to the information and explanations given by the management, transactions with the related parties are in compliance with Sections 177 and 188 of the 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. According to the information and explanations given to us and on an overall examination of the balance sheet, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Therefore, paragraph 3(xiv) of the Order is not applicable.

xv. According to the information and explanations given by the management, the Company has not entered into any non-cash transactions with directors or persons connected with him as referred to in section 192 of the Companies Act, 2013. Therefore, paragraph 3(xv) of the Order is not applicable.

xvi. According to the information and explanations given to us, the provisions of section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company.

For DMKH & CO.

Chartered Accountants

Firm Registration Number: 116886W

Anant Nyatee

Partner

Membership Number: 447848

UDIN: 21447848AAAAAI7351

Place: Mumbai

Date: June 24, 2021