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Jasch Gauging Technologies Ltd Auditor Reports

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Jasch Gauging Technologies Ltd Share Price Auditors Report

To the Members of

JASCH GAUGING TECHNOLOGIES LIMITED

{CIN: L33111DL2021PLC381513)

502, Block-C, NDM-II, NSP,

Pitampura, Delhi -110034

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

Opinion

We have audited the accompanying standalone financial statements of Jasch Gauging Technologies Limited (hereinafter referred to as the "Company") , which comprise the Balance Sheet as at March 31, 2024 and the Statement of Profit and Loss (including other comprehensive income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date and notestothefinancialstatements,includingasummaryofsignificantaccountingpoliciesandotherexplanatoryinformation(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, the afore said Standalone Financial Sta tern e nts gi ve the i nf orm ati o n requ i red by th e Co m pa n i es Act, 2013 (the "Act") i n th e m a n ner so requ i red a n d give a tru e a n d f a i r vi ew in conformity with the Indian Accounting Standard prescribed under section 133 of the Act, pnd AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2024 and its profit, total comprehensive income, cha nges in equ ity and its cash flows for the year ended on that date.

Basis for opinion

We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing ("SA"s), specified under Section 143(10) of the Act. 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 a re 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 relevantto ourauditof 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 opinion on the Standalone Financial Statements.

Key Audit Matters

Key audit matters ("KAM") are those matters that, in our professional^ dgment, 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 informing our opinion thereon, and we do not provide a separate opinion on these matters.

Description of Key Audit Matters

Key audit matters How our audit addressed the key audit matter
1. Revenue recognition as per I nd AS 115 Our Audit procedures included the following:
Note - 22, (Revenue from operations) of the standalone financial statements. . The Company derives revenues from sales of Gauges as per the requirements of the clients and related services, maintenance thereof. The Company assesses the manufacturing and services promised in a contract and identifies the performance obligations in the contract We evaluated the design and tested operating effectiveness of the relevant controls with respect to revenue recognition including those relating to cut off at year end;
The Companys revenue is principally derived from sale of Industrial Gauging Systems.
In accorda nee with Ind AS 115, revenu e from sale of goods is recognized when control of the products being sold is transferred to the customer and when there are no unfulfilled obligations. The performance obligations in the contracts are fulfilled at the time of dispatch, delivery or upon formal customer acceptance depending on terms of contract with the customer. Revenue is measured at fair value of the consideration received or receivable after deduction of any trade/volume discounts and taxes or duties collected.
. We assessed the appropriateness of the revenue recognition accounting policies in line with Ind AS 115 "Revenue from Contracts with Customers".
. We performed substantive testing of revenue transactions, recorded during the year by testing the underlying documents which inclu ded goods dispatch notes, shipping documents and customer acknowledgments, as applicable;
Weidentifiedrevenuerecognitionasakeyauditmattersince revenue is significant to the standalone financial statements and is required to be recognized as per the requirements of applicable accounting framework. . We tested manual journal entries posted to revenue to identify unusual items; We tested, on a sample basis, specific revenue transactions recorded before and after the financial year end date including examination of credit notes issued after the year end to determine whether the revenue has been recognized in tthe appropriate financial period.
Based on the above stated procedures,no significant exceptions were noted in revenue recognition.
2. Demerger of Jasch Industries Limited (JIL) pursuant to the Scheme of Arrangement Our principal audit procedures included the following:
Members of JIL at their meeting held on July 24, 2021 have approved restructuring / demerging of JILs wholly owned subsidiary, Jasch Gauging Technologies Limited (JGTL). Pursuant to the Scheme, has been approved by NCLT Delhi with effect from 30 September 2023, JIL, has identified moveable and immovable assets and liabilities to be transferred to and vested in the wholly owned subsidiary (upto March 31, 2023) of JIL, namely, Jasch Gauging Technologies Limited (JGTL) as agoing concern. We draw attention to Note No. 35 to the Standalone Financial Statements, which describes the approval of application under section 230 to 237 filed by JIL with Honble NCLT, Delhi Bench, the scheme of arrangement for transfer of Gauging Business to New wholly owned Subsidiary Company namely Jasch Gauging Technologies Limited (JGTL). Final order by the Honble National Company Law Tribunal (NCLT), dated 12 September 2023 has made the scheme effective from closing hours of 30th September 2023.

Our principal audit procedures included the following:

The Company has prepared these Financial Statements to give effect to the Scheme of Arra ngement of demerger of the specified business of the Company, with an appointed date of April 01,2022 per the NCLT order; In accordance with the requirements of IND AS 105 - Non-current Assets Held for Sale and Discontinued: Operations, the comparative, re ported figures for the year ended March 31,2023 and as at April 1, 2022, have been restated as if the business combination had occurred from the beginning of the preceding period i.e. April 1,2022, to incorporate the impact of the demerger in accordance with the Scheme of Arrangement. - We read and examined the scheme of amalgamation and arrangement pursuant to which demerger was earned out along with regulatory approvals required for the scheme to take effect.
As a result of the above, with possible effects on financial performance including revenue and profit, along with asset distribution and restatement of previous year numbers, we identified Demerger as a Key Audit Matter. - We have assessed the adequacy and appropriateness of the disclosures around selection of method of accounting for this transaction in accordance with the Indian accounting standards.

Information Other than the Financial Statements and Auditors Report Thereon

The Companys management and Board of Directors are responsible for the other information. The other information comprises the information included in the Management Discussions and Analysis, Boards Report including Annexures to Boards Report, Corporate Governance, 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 Au dit 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 cou rse of our Au dit 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.

Responsibilities of Management and those charged with Governance for 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 prep a rati on of these Standalone Financial Statements in terms of the requirements of the Companies Act, 2013 (herein after referred to as the Act) that give a true and fair view of the f inancia l position, fina ncial performance, including other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting with the Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, and other accounting principles generally accepted in India. This responsibilities also includes maintenance of adequate accounting records in accordance withtheprovisionsoftheActforsafeguardingtheassetsoftheCompanyandforpreventinganddetectingfraudsandotherirregularities; the selection and application of appropriate accounting policies; making judgments and estimates that a re reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, thatwere operating effectively for ensuring theaccuracy 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, the respective Management and board of Directors 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Companys Board of Directors is also responsible for overseeing the Companys financial reporting processes .

Auditors Responsibility for th e 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 not a guarantee that an audit conducted in accordance with SAs will always deduct a material mi s sta tem ent w hen it exi sts. M i s sta tem ents ca n a ri se f rom f ra u d o r error a nd a re co nsi de red m ateri a l if, i ndi vid ua lly or i n th e aggregate, they could reasonably be expected to influence the economic decisions of the users taken on the basis of these Standalone Financial Statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintained 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 of those risks, and obtained 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 on resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentation, or the override of the internal control.

• Obtained and understanding of internal control releva ntto the audit in order to design audit procedures that a re appropriatein the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion whether the Company has adequate internal financial controls with reference to the Standalone financial statements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of the accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management.

•ConcludeontheappropriatenessofManagementsuseofthegoingconcernbasisofaccountinginpreparationofStandalone financial statements 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 make cause the Company to ceases to continue as going concern.

• Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosure, and whether the Standalone Financial Statements representthe underlying transaction and events in a mannerthat achieves fair presentation.

M ateri a l ity i s the m ag nitu d e of m i s statem ents i n the Sta n da lo ne Fi na n ci a l Sta tem ents tha t, i n d i vi du a lly or in agg reg ate, makes it probable that the economic decisions of a reasonably knowledge 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 controls that we identify during our audit

We also provide those charged with go verna nee 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 thesematters in our auditors report unless law or regulation precludes public disclosures 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 the Companies (Auditors Report) Order, 2020 (the "Order") issued by the Central Government of India in term of Section 143(11) of the Act, we give in the "Annexure A" a statement on the matters specified in paragraphs 3and4ofthe Order.

2. Further to our comments in "Annexure A", as required by Section 143(3) of the Act, based on our audit 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 accounts 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 Other Comprehensive Income, Statement of Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of accounts.

(d) In our opinion, the aforesaid Standalone financial statements comply with the Ind AS specified Under Section 133 of the Act.

(e) On the basis of the written representations received from the Directors as on March 31, 2024 taken on record by the Board of Directors, none of the directors of the Company is disqualified as on March 31, 2024 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 with reference to Standalone Financial Statements of the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure B". Our report express an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial control with reference to the Standalone Financial Statements.

(g) With respect to the matter 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 to its directors by the Company during the year is in accordance with the provisions of Section 197 of the Act

(h) With respect to the other matters to be included in the Auditors Report in accordance with the 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 as at March 31,2024.

ii) The Company did not have any material foreseeable losses on long-term contracts including derivative contracts during the year ended March 31,2024

iii) There has been no amounts to be transferred to the Investor Education and Protection Fund by the Company du ring the year ended March 31,2024.

iv) a) The Management has represented that, to the best of its knowledge an belief, no funds (which are material either individually or in aggregate ) have been advanced or loaned or invested (either from borrowedfunds or share premium or any other sources or kind of funds) bytheCompanyto or inany other persons or entity, including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall:

• Directly or indirectly lend or invest in other persons or entities identified in any mannerwhatsoever ("Ultimate Beneficiaries") by or on behalf of the Company or

• Provide any glia ra ntee, security or the like to or on behalf of the Ultimate Ben eficiaries.

(b) The management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in aggregate ) have been received by the Company from any person or entity, including foreign entity ("Funding Parties"), with the understanding, whether reco rd ed i n writi ng or otherwi s e, that the Co m p a ny shall:

• Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of the Funding Parties or

• Provide any gua ra ntee, security or the like to or on behalf of the Ultimate Ben eficiaries.

(c) Based on such 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.

v) The Board of Directors of the Company have proposed final dividend for the year, which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with Section 123 of the Act, as applicable.

vi) Based on our examination, which included test checks, the Company has used accounting softwares for maintaining its books of account for the financial year ended March 31, 2024 which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the softwares. Further, during the course of our audit we did not come across any instance of the audit trail feature being tampered with.

As proviso to Rule 3( 1) of the Companies (Accounts) Rules, 2014 is applicable from April 1,2023 reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory requirements for record retention is not applicable for the financial year ended March 31, 2024

Annexure A to the Independent Auditors report on the Standalone Financial Statements of Jasch Gauging Technologies Limited for the year ended March 31,2024

(Referred to in paragraph 2 under "Report on Other Legal and Regulatory Requirements section of our report to the Members of Jasch Gauging Technologies Limited)

To the best of our information and according to the explanations provided to us by the Company and the books of account and records examined by us in the normal course of audit, we state that:

(i) In respect of the Companys property, plant and equipment and intangible assets :

(a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, plant and equipment and relevant details of right to use assets.

(B) The Company has maintained proper records showingfull particulars of Intangible assets.

(b) The Company has a program of physical verification of its Property, plant and equipment and right of use assets so to coverall assets once every three years which, in our opinion, is reasonable having regard to the size of the Company and nature of its assets. Pursuant to the program, certain Property, plant and equipment and right of use assets were due for verification during the year and 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) Based on our examination of the property tax receipts and title deeds of land on which building is constructed , registereds aledeed/ transferdeed/ conveyancedeed providedtous, wereportthat, thetitlein respect of self-constructed buildings disclosed in thef inancial statements included under Property, Plant and Equipment are notheld in the name of the Company as at the balance sheet date. As per the order of the Honble NCLT , the land and building is vested to the Company from the appointee date i.e. 01.04.2022 , as per the management the conveyance deed of the said property is under process at Sub-Registrar office, Sonipat, Haryana and Delhi.

Description of property Gross carrying value (Rs. in Lakhs) Held in the name of Whether promoter, director or their relative or employee Period held (i.e., dates of capitalisation provided in range) Reason for not being held in the name of company
Freehold Land 2.76 Jasch Industries Limited No April 2022 As per the order of the Honble NCLT , the land and building is vested to the Company from the appointee date i.e. 01.04.2022 , as per the management the conveyance deed of the said property is under process at Sub-Registrar office, Sonipat, Haryana and Delhi.
Building 435.24 Jasch Industries Limited No April 2022

(d) The Company has not revalued its Property , plant and equipment (including Right-of-use assts) and Intangible assets during the year.

(e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there are no proceedings initiated or pending against the Company as at March 31,2024 for holding any benami property under the Benami Transactions (Prohibition) Act 1988 (as amended in 201G) and rules made thereunder.

(ii) (a)Theinventoryhasbeenphysicallyverifiedbythemanagementduringtheyear.lnouropinion,thefrequencyofsuchverification is reasonable and procedures and coverage as followed by management were appropriate. No discrepancies were notices on verification between the physical stocks and the book records that were 10% or more in the aggregate for each class of inventory.

(b) According to the information and explanation given to us and on the basis of our examination of the records of the Company, the Company has not been sanctioned any working capital limits in excess of five crore rupees, in aggregate, from banks on the basis of security of current assets.

(iii) The Company has not made investments in .Companies and granted unsecured loansto other parties, during the year, in respect of which:

(a) The Company has not provided any loans or advances in the nature of loan or stood guarantee or provided security to any other entity during the year. Hence reporting under clause 3(iii) (a) of the Order are not applicable.

(b) In our opinion, the investments made during the year are, prima facie, not prejudicial to the Companys interest

(c) The Company has notgranted any Loans and advances as such reporting under clause 3(iii) (c) of the Order are not applicable of the repayment of principal and payment of interest amount

(d) In respect of Loans granted by the Company, there is no overdue amount remaining outstanding as at the balance sheet date.

(e) No loans granted by the Company .which has fallen due duringtheyear, has been renewed or extended or fresh loans gra nted to settle the overdues of existing loans given to the same parties.

(f)TheCompanyhasnotgrantedanyloansoradvancesinthenatureofloanseitherrepayableondemandorwithoutspecifying any terms or repayment of period during the year. Hence, reporting under clause 3(iii)(f) is not applicable.

TheCompanyhasnotmadeanyinvestmentsinFirmsandLimitedLiabilityPartnershipduringtheyear.Further.theCompany has not provided any guarantee or security or granted any advances in the nature of loans, secured or unsecured , to Companies, Firms, Limited Liability Partnerships or any other parties.

(iv) The Company has complied with the provisions of section 185 and 186 of the Companies Act, 2013 in respect of loans granted, investment made and guarantees and securities provided, as applicable.

(v) The company has not accepted deposits or amounts which are deemed to be deposits during the year. Hence, reporting under clause 3(v) of the Order is not applicable.

(vi) The maintenance of cost records has not been specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013 for the business activities carried out by the Company. Hence, reporting under clause (vi) of the Order is not applicable to the Company.

(vii) Inrespectofstatutorydues:

(a) In our opinion, The Company has generally been regular in depositing undisputed statutory dues, including Goods and Service Tax, Provident Fund, Employees State Insurance, Income Tax, duty of Custom , duty of Excise, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authority.

There were no undisputed amounts payable in respect of Goods and Service Tax, Provident Fund, Employees State Insurance, Income Tax, duty of Custom , duty of Excise, Value Added Tax, Cess and other material statutory dues in arrearsasatMarch31,2024foraperiodofmorethansixmonthsfromthedatetheybecamepayable.

(b) According to the information and explanations given to us, there are no dues of GST, Provident fund, Employees State Insurance, Service tax, Duty of Customs, Value added tax, Cess or other statutory dues which have not been deposited by the Company on account of disputes, subject to following disputed liabilities, which have not been deposited by the company on account of disputes:

Name of Statute Nature of dues Forum where dispute is pending Period to which amount relates Amount (Rs. in Lakhs)
Income Tax Act, 1961 Demand u/s 147 Commissioner of Income Tax (Appeals) F.Y.: 2017-18 22.79
Demand u/s 143(3) F.Y.: 2021-22 35.43

(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.

(ix) (a) In our opinion and according to the information and explanations given to us and the records examined by us, the company has not defaulted in repayment of principal and interest to banks, financial institutions. Accordingly, Clause3(ix)(a) of the Order is not applicable.

(b) The Company has not been declared a willful defaulter by any bank or financial institution or government or government authority.

(c) The Company has taken term loan against vehicle which has been applied for the purpose for which it was obtained. The Company is regular in payment of installment and interest thereon. (Refer Note-14 and 16)

(d) According to the information and explanations given to us, and the procedures performed by us, and on an overall examination of the financial statements of the company, no funds raised on short-term basis have been used for long-term purposes by the company.

(e) According to the information and explanations given to us and on an overall examination of the financial statements of the company, the company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures.

(f) According to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries as defined under the Companies Act, 2013. Accordingly, clause 3(ix)(f) of the Order is not applicable.

(x) (a) The Company has not raised any moneys by the way of initial public offer or further public off er (including debt instruments). Accordingly, clause 3(x)(a) of the Order is not applicable.

(b) 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 preferential allotment or private placement of shares or fully or partly convertible debentu res during the year. Accordingly, cla use 3(x)(b) of the Order is not applicable.

(xi) (a) Based on examination of the books and records of the Company and according to the information and explanations given to us, considering the principles of materia l ity outlined in Standards on Auditing, we report that no fraud by the Company or on the Company has been noticed or reported during the course of the a udit Accordingly, clau se 3(xi)(a) of the Order is not applicable.

(b) According to the information and explanations given to us, no report under sub-section (12) of Section 143 oftheCompanies Act, 2013 has been filed by the auditors in Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government. Accordingly, clause 3(xi)(b) of the Order is not applicable.

(c) No complaint has been received during the financial year from the whistle blower, accordingly clause 3(xi)(c) of the Order is not applicable

(xii) According to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, clause 3(xii) of the Order is not applicable.

(xiii) In our opinion and according to the information and explanations given to us, the transactions with related parties are in compliance with Section 177 and 188 of the Companies Act, 2013, where applicable, and the details of the related party transactions have been disclosed in the standalone financial statements as required by the applicable Indian Accounting Standards. (Refer Note-36)

(xiv) (a) Based on information and explanations provided to us and our audit procedures, in our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

(b) We have obtained all the internal audit reports of the company on timely basis, hence the internal audit reports have been entirely considered by us.

(xv) In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transactions with its directors or person connected to its directors and hence, provision of Section 192 of the Companies Act, 2013 are notapplicableto the Company

(xvi) (a) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(a) of the Order is not applicable.

(b) The Company has not conducted any Non Banking financial or Flousing finance activities. Accordingly, clause 3(xvi)(b) off the Order not applicable.

(c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order is not applicable.

(d) According to the information and explanations provided to us during the course of audit, the Group does not have any CIC. Accordingly, the requirements of clause 3(xvi)(d) are not applicable.

(xvii) The Company has not incurred cash losses in the current year and previous year. Although, In the immediately p receding financial year Company has incurred cash loss amounting to Rs. 0.49 Lakh if no effect of the NCLT demergers order is considered.

(xviii) There has been no resignation of the statutory auditors during the year. Accordingly, clause 3(xviii) of the Order is not applicable.

(xix) According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, 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 that the Company is not capable to meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year form the balance sheet dat. We, however, state that this is notan as sura nee as to the future viability ofthe Company, We further state that our reportingis 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) In our opinion and according to the information and explanations given to us and as per provisions of Companies Act, 2013, the reporting under paragraph 3(xx) of the Order is not applicable during this financial year.

(xxi) According to the information and explanations given to us, the clause (xxi) ofthe Order is not applicable to the Company.

ANNEXURE B to the Independent Auditors Report on the Standalone Financial Statements of Jasch Gauging Technologies Limited for the year ended March 31,2024

(Referred to in paragraph 1(f) underReport on Other Legal and Regulatory Requirementssection of our report to the Members of Jasch Gauging Technologies Limited of even date)

Report on the Internal Financial Controls with reference to Standalone Financial Statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (the "Act")

We have audited the Internal Financial Controls with reference to the Standalone Financial Statements of the Jasch Gauging Technologies Limited (the "Company") as of March 31,2024 in conjunction with our audit of the Standalone Financial Statements of the Company for the year ended on that date.

Managements Responsibility for Intern al Financial Controls

The Companys Management is responsible for establishing and maintaining internal financial controls with reference to Standalone financial statements based on the internal control overfinancial 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 thelnstitute of Chartered Accountants of lndia (the"l CAI ").Theseresponsibilitiesincludethedesign, implementationand 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 (hereinafter referred to as "the Act").

Auditors Responsibility

Our responsibility is to express an opinion on the internal financial controls with reference to Standalone Financial Statements based on our audit We conducted our audit in accordance with the Guidance Note on Audit on 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 Act to the extent applicable to an audit of internalfinancial controls with reference to Standalone Financial Statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform theauditto obtain reasonable assurance about whether adequate internalfinancial controls with reference to Standalone Financial Statements were established and maintained and if such controls operated effectively in all materia l respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internalfinancial controls with reference to Standalone Financial Statements and their operating effectiveness. Our audit of internalfinancial controls with reference to Standalone Financial Statements included obtaining an understanding of internal financial controls with reference to Standalone Financial Statements, 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 procedu res selected depend on the a uditors ju dgment, includipg the assessment of the risks of material misstatement of the Standalone 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 CompanysinternalfinancialcontrolswithreferencetotheseStandaloneFinancialStatements.

Meaning of Internal Financial Controls with Reference to Standalone Financial Statements

A companys internal financial controls with reference to Standalone Financial Statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Standalone financial statements for externa l purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to Standalone Financial Statements include 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 Standalone 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 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 with reference to Standalone Financial Statements

Because of the inherent limitations of internalfinancial controls overfinancial reporting, including the possibility of collusion or improper management override of controls, material misstatements dueto error orfraudmay occurand not be detected. Also, projections of any evaluation of the internalfinancial controls with reference to Standalone Financial Statements to future periods are subject to the risk that the internal financial controls with reference to Standalone financial statements may become inadequate because of changes in con d iti ons, or that the degree of compilance w ith the p ol i ci es o r proce du res m ay deteri orate.

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, an adequate internal financial controls with reference to Standalone Financial Statements and such internal financial controls were operating effectively as at March 31,2024, based on the internal financial controls with reference to Standalone Financial Statements criteria established by such company considering the essential components of such internal controls stated in the Guidance note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the "Guidance note").

For Mittal & Mittal Associates

Chartered Accountants (Firm Registration No. 014511N)

CA. Mukesh Mittal

(Partner)

Membership No. 092534

Place: Delhi

Date: May 30,2024

UDIN: 24092534BKBFRI52G3

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