Hindustan Agrigenetics Ltd Directors Report.

To

The Members of

M/S HINDUSTAN AGRIGENETICS LIMITED DELHI

Report on the Standalone Financial Statements

We have audited the accompanying standalone financial statements of

HINDUSTAN AGRIGENETICS LIMITED [CIN No.: L01119DL1990PLC040979], which comprise the Balance Sheet as at 31st March 2020, and the Statement of Profit and Loss(including other Comprehensive Income),Statement of Changes in Equity for the year then ended and Cash Flow statement for the year ended on that date, and notes to the the standalone financial statement, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as ?the standalone financial statements ).

Managements Responsibility for the Standalone Financial Statements

1. The Company‘s Board of Directors is responsible for the matter stated in Section 134(5) of the companies

Act, 2013 (?the Act ) with respect to the preparation of these standalone financial statements that give a true and fair view of the state of affairs, profit/loss, and cash flows of the company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rule. 2014. 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 control, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of financial statements that give a true and fair view and are free from material misstatements, whether due to fraud or error.

In preparing the standalone financial statements, managements, and board of directors are 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.

Board of Directors is also responsible for overseeing the Company‘s financial reporting process.

Auditors Responsibility

2. Our objectives are to obtain reasonable assurance about whether the financial statements as 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.

Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matter which are required to be included in the audit report under the provisions of the Act and Rules made there under. We conducted our audit in accordance with the standards on auditing specified under section 143(10) of the Act. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatements An audit involves performing procedure to obtain audit evidence about the amounts and disclosure in the financial statements. The procedures selected depend on the auditor‘s judgment, including the assessment of the risk of material misstatements of the financial statements, whether due to fraud or error. In making those risk assessment, the auditor considers internal control relevant to the Company‘s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the company‘s Directors, as well as evaluating the overall presentation of financial statements

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

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.

Opinion

3. In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a. In case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2020; b. In case of Profit and Loss Account, of the Loss for the year ended on that date. c. In case of Cash flow statements, of the cash flows for the year ended 31st March2020.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) 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 Companies Act, 2013 and the Rules there under, 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 provide a 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 statement of the current period. These matters were addressed in the context of our audit of the financial statement as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Other Information

The Company‘s management and Board of Directors are responsible for the other information. The other information comprises the information included in the Company‘s annual report, 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 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.

Report on Other Legal and Regulatory Requirements

4. As required by the Companies (Auditor‘s Report) Order, 2016(?the order ) issued by Central Government of India in terms of sub-section (11) of section 143 of the companies Act, 2013, We give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the order.

5. As required by section 143(3) of the Act, we report that:

a. We have sought and obtained all 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 account as required by Law have been kept by the Company so far as it appears from our examinations of those books; The Balance Sheet, statement of Profit and Loss (including other comprehensive income), the statement of changes in Equity and the cash Flow Statement dealt with by this Report are in agreement with the books of account

c. In our opinion, the aforesaid standalone financial standards comply with the Accounting Standards specified under section 133 of the Act, read with Rule 7 of the companies (Account) Rule, 2014. d. On the basis of written representations received from the directors as on 31st March 2019 taken on record by the Board of Directors, none of the director is disqualified as on 31st March 2020, from being appointed as a director in terms of section 164(2) of the Act.

e. With respect to the adequacy of internal financial controls with reference to financial statement of the company and the operating effectiveness of such controls , refer to our separate report in Annexure B

f. With respect to the other matters to be included in the Auditor‘s Report in accordance with 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 gives to us:

i. The Company did not have any pending litigation hence no impacts on its financial position; ii. The Company did not have any long term contracts including derivative contracts for which there were any material foreseeable losses. iii. The company has not transferred Rs. 1,53,692/- refund outstanding more than eight years under the head share application money to the Investor Education and Protection Fund.

For SHARMA ANAND & CO.
CHARTERED ACCOUNTANTS
Firms Registration No.: 005453N
Place: New Delhi
Dated: 26-06-2020
(CA PARMOD SHARMA)
PARTNER
M. No.:0 83731

M/S HINDUSTAN AGRIGENETICS LIMITED

Annexure to Independent Auditors Report for the financial year ended on 31st March 2019

Referred to in paragraph 5 Under Report on other Legal and Regulatory Requirement Return of our report of even date.

(i) In respect of its Fixed Assets

1. (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 fixed assets by which all 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. Certain fixed assets were verified during this year as per this program, 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 title deeds of immovable properties included in fixed assets are held in the name of the Company.

(ii) In respect of Inventories

1. (a) According to the information and explanations given to us , the inventories have been physically verified by the management at reasonable Intervals during the year. In our opinion the frequency of such verification is reasonable. For stocks lying with third parties at the year end, written confirmations have been obtained.

(b) The discrepancies noticed during the physical verification of inventories as compared to book records were not material and have been properly dealt with in the books of account.

(iii) According to the information and explanations given to us, the company has not granted any loans, secured or unsecured, to companies, Limited Liability Partnership, firms or other parties covered in the register maintained under section 189 of the Act. Accordingly the provision of clause 3(iii) of the order is not applicable to the company.

(iv) In our opinion and according to the information and explanation given to us, the company has not granted any loans or made any investments or provided any guarantee or security to the parties covered under section 185 & 186. Therefore the provisions of clause 3(iv) of the said order are not applicable to the company

(v) According to the information and explanation given to us, the company has not accepted any deposits from the public and hence the directives issued by the Reserve Bank of India and the provision of section 73 to 76 or any other relevant provision of the Act and the companies (Acceptance of Deposit) Rules 2015 with regard to the deposits accepted from the public are not applicable.

(vi) As per information & explanation given by the management, the maintenance of cost records has not been prescribed by the Central Government under section 148(1) of the Act.

(vii) (a) According to the information and explanations given to us and on the basis of our examination of the book of account of the company has been regular in depositing of undisputed statutory dues including provident fund, Employees state insurance income tax, customs duty, goods and service tax and other material statutory dues applicable to it with the appropriate authorities regularly deposited with the appropriate authorities.

(b) According to the information and explanations gives to us, there was no undisputed amount payable in respect of provident fund, Employees‘ state insurance, income tax, customs duty, excise duty, goods and service tax and other material statutory dues were in arrears as at 31st March 2019 for a period of more than six months from the date they became payable.

(viii) In our opinion and according to the information and explanation given to us, the company has not defaulted in repayment of dues to banks. The company has not taken any loan either from financial institution or from the government and has not issued any debentures. (ix) Based upon the audit procedures performed and the information and explanation given by the management, the company has not raised any term loan. Accordingly the provisions of clause 3(ix) of the order are not applicable to the company hence not commented upon. (x) According to 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. (xi) Based upon the audit procedure performed and the information and explanation given by the management, No managerial remuneration has been paid during the financial year. Accordingly the provisions of clause 3(xi) of the order are not applicable hence not commentedupon. (xii) In our opinion, the company is not a Nidhi company. Therefore, the provisions of clause 4(xii) of the order are not applicable to the company. (xiii) In our opinion, all transaction with the related parties are in compliance with section 177 and 188 of companies act 2013 and the details have been disclosed in the financial statements as required by the applicable accounting standard. (xiv) Based upon the audit procedure performed and the information and explanation given by the management, the company has not made any preferential allotment of shares during the year under review. Therefore, the provisions of clause 4(xiv) of the order are not applicable to thecompany. (xv) Based upon the audit procedures performed and the information and explanation given by the management the company has not entered into any non cash transaction with director or person connected with him. Accordingly the provisions of clause 3(xv) of the order are not applicable to the company and hence not commented upon. (xvi) In our opinion the company is not required to registered under section 45 IA of Reserve Bank of India Act, 1934 and accordingly, the provisions of clause 3(xvi) of the order are not applicable to the company and hence not commented upon.

For SHARMA ANAND & CO.
CHARTERED ACCOUNTANTS
Firms Registration No.: 005453N
PLACE: NEW DELHI (CA PARMOD SHARMA)
PARTNER
Date : 26-06-2020 M. No.: 083731