Independent Auditors Examination Report on the Restated Statement
of Assets and Liabilities as at November 30, 2023, March 31, 2023, 2022 and 2021, the
Restated Statement of Profit and Loss, Restated Cash-flow Statement, Summary Statement of
Significant Accounting Policies and Other Explanatory Information for eight month ended
November 30, 2023 and for each of the years ended March 31, 2023, 2022 and 2021.
To
The Board of Directors Gajanand International Limited
(Formerly known as "Gajanand Cottex Private Limited") Survey No. 1257/1266,
Jasdan Atkot Road, Near Bypass Circle, Jasdan, Rajkot 360050 Gujarat,
India.
Dear Sirs,
- We have examined the attached Restated Financial Information of Gajanand
International Limited (the "Company") (Formerly known as Gajanand Cottex
Private Limited), comprising the Restated Statement of Assets and Liabilities as at
November 30, 2023, March 31, 2023, 2022 and 2021, the Restated Statements of Profit and
Loss, the Restated Cash Flow Statement for eight month ended November 30, 2023 and for
each of the years ended March 31, 2023, 2022 and 2021, the Summary Statement of
Significant Accounting Policies, and other explanatory information, as approved by the
Board of Directors of the Company at their meeting held on Januany 30, 2024 for the
purpose of inclusion in the Draft Prospectus ("DP Prospectus") prepared by the
Company in connection with its proposed Initial Public Offer of equity shares
("IPO") prepared in terms of the requirements of:
- Section 26 of Part I of Chapter III of the Companies Act, 2013 (the "Act")
read with Companies (Prospectus and Allotment of Securities) Rules 2014;
- The Securities and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2018, as amended from time to time in pursuance of provisions
of Securities and Exchange Board of India Act,1992 (the "SEBI ICDR
Regulations"); and
- The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the
Institute of Chartered Accountants of India ("ICAI"), as amended from time to
time (the "Guidance Note").
Managements Responsibility for the Restated Summary Statements
- The Companys Board of Directors is responsible for the preparation of the Restated
Financial Information for the purpose of inclusion in the DRHP Prospectus to be filed with
Securities and Exchange Board of India, relevant stock exchanges and Registrar of
Companies, Ahmedabad in connection with the proposed IPO. The Restated Financial
Information have been prepared by the management of the Company on the basis of
preparation stated in note 2 to the Restated Financial Information. The Board of Directors
of the company responsibility includes designing, implementing and maintaining adequate
internal control relevant to the preparation and presentation of the Restated Financial
Information. The Companys Board of Directors is also
responsible for identifying and ensuring that the Company complies with the Act, ICDR
Regulations and the Guidance Note.
Auditors Responsibilities
- We have examined such Restated Financial Information taking into consideration:
- The terms of reference and terms of our engagement agreed upon with you in accordance
with our engagement letter dated January 01, 2024 in connection with the proposed IPO of
equity shares of the Company;
- The Guidance Note also requires that we comply with the ethical requirements of the Code
of Ethics issued by the ICAI;
- Concepts of test checks and materiality to obtain reasonable assurance based on
verification of evidence supporting the Restated Financial Information;
- 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.
Restated Summary Statements as per audited Financial Statements
- The Restated Financial Information have been compiled by the management of the Company
from:
- Audited special purpose interim financial statements of the Company as at and for the
eight month periods ended November 30, 2023 prepared in accordance with the recognition
and measurement principles of Accounting Standard (AS) 25 "Interim Financial
Reporting", issued by Institute of Chartered Accountants of India and other
accounting principles generally accepted in India (together, the "Special Purpose
interim Financial Statements"), which have been approved by the Board of directors of
the Company at their meetings held on January 30, 2024.
- The Restated Financial Information also contains the proforma financial information as
at and for the year ended March 31, 2023, 2022, 2021. The proforma financial information
have been prepared by making adjustments to the audited Indian GAAP financial statements
as at and for the year ended March 31, 2023, 2022, 2021 which have been approved by the
Board of Directors at their meeting held on January 30, 2024 as described in Note 30 and
31 the Restated Financial Information.
- We have audited the special purpose financial information of the Company for the year
ended March 31, 2023 prepared by the Company in accordance with the 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 January 30, 2024 on this special purpose financial
information to the Board of Directors who have approved these in their meeting held on
January 30, 2024.
- Based on our examination and according to the information and explanations given to us
and based on the para 4 above, we report that the Restated Summary Financial Information:
- has been prepared after incorporating adjustments for the changes in accounting
policies, material errors and regrouping/reclassifications retrospectively in the
financial years ended March 31, 2023, 2022, 2021.
- There were no qualifications in Auditors Report on the Audited Financial
Statements of the Company for the year ended March 31 2023, 2022 and 2021 which require
any adjustments to the Restated Financial Information.; and
- have been prepared in accordance with the Act, SEBI ICDR Regulations and the Guidance
Note.
- We have not audited or reviewed any financial statements of the Company as of any date
or for any period subsequent to November 30, 2023. Accordingly, we express no opinion on
the financial position, results of the operations or cash flow of the Company as of any
date or for any period subsequent to November 30, 2023.
- The Restated Financial Information does not reflect the effects of events that occurred
subsequent to the respective dates of the reports on the audited financial statements
mentioned in paragraph 4 above.
- This report should not in any way be construed as a reissuance or re-dating of any of
the previous audit reports issued by us or the Previous Auditors, nor should this report
be construed as a new opinion on any of the financial statements referred to herein.
- We have no responsibility to update our report for events and circumstances occurring
after the date of the report. Our report is intended solely for use of the Board of
Directors for inclusion in the DRHP and Prospectus to be filed with Securities and
Exchange Board of India and relevant stock exchanges in connection with the proposed IPO.
Our report should not be used, referred to, or distributed for any other purpose except
with our prior 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.
Place: Rajkot For,
Date: January 30, 2024 H B Kalaria and Associates
Chartered Accountants Firm Reg. No. 104571W
Sd/-
(Hardik H. Kalaria) Partner
Mem. No. 155474 UDIN:24155474BJZXK06280