Jay Ushin Ltd Auditors Report.
To The Members of Jay Ushin Limited Report On the Standalone Financial Statements
We have audited the accompanying standalone financial JAY USHIN LIMITED statementsof (the Company), which comprise the Balance Sheet as at 31 March, 2019, the Statement of Profit Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the separate financial statements, including a summary of the and other explanatory information (herein after referred to as "separate financial statements"). In our opinion and to the best of our information and according to the explanations given to us, the aforesaid separate financial statements give the information required by the Companies Act, 2013 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 31 March, 2019, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing specified under section143(10) of the Act (SAs). Our responsibilitiesunder those Standards are further described in the Auditors Responsibilities for the Audit of the Separate FinancialStatements 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 separate 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 Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Information Other than the Standalone 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 Annual Report, but does not include the standalone financial auditors report thereon.
The Annual Report is expected to be made available to us after the date of issue of this audit report. 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 identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge of our audit or otherwise appears to be materially misstated.
When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.
Managements Responsibility 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, cash flows and changes in accordance with the Ind AS and accounting principles generally accepted in India.
This responsibilityalsoincludesmaintenanceofadequateaccountingrecords in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation financialstatements that give a true and fair view andpresentationoftheseparate and are free from material misstatements, 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.
Those Board of Directors are also responsible for overseeing the Companys financial reporting process.
Auditors Responsibility 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 separate 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 separate 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 controls 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 appropriatenessofaccountingpolicies used and the reasonablenessofaccountingestimates and related disclosures made by management.
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 separate 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
Evaluate the overall presentation,structure and content of the separate financial statements, including the disclosures, and whether the separate financial statements represent the underlying transactions and events in a manner that achieves fair presentation. Materiality is the magnitude of misstatements in the separate financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonable knowledgeable user of the separate financial statements may be influenced. We consider quantitative 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 separate financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant deficiencies in internal control that we auditfindings,includingany 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.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order, 2016 (the Order) issued by the Central Government Act, we give in ofIndiaintermsofsection "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by section 143(3)of the Act, we report that: a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the 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 examination of those books; c. The Balance Sheet, Statement of Profit and Loss, Statement of Cash Flows and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account; d. In our opinion, the aforesaid separate financial statements comply with the Ind AS specified under Section 133 of the Act read with relevant rules issued thereunder; e. On the basis of written representations received from the directors as on 31 March, 2019, and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March, 2019, appointed as a director in terms of Section 164(2) of the Act; f. With respect to the adequacy of theinternalfinancialcontrolsoverfinancialreportingof the Company and the operating effectiveness of such controls, refer to our separate report in "Annexure - B"; g. 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: As per the information and explanation given to us and on the basis of our examination of the records, managerial remuneration has been paid or provided as specified by the provisions of section 197 read with Schedule V to the Act. h. 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 litigationon its financial position in its standalone financial statements. Refer Note No 42 to the 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 has been no delay in transferring amounts, required to be transferred to the Investor Education and Protection Fundby the Company;
For S. S. KOTHARI MEHTA & CO.
Firm Registration No. 000756N
Membership No. 095960 Place: Gurugram Date:25 May, 2019
"ANNEXURE A" TO THE INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF JAY USHIN LIMITED
Referred to in paragraph 1 of report on other legal and regulatory requirements paragraph of our report on the financial statement of even date, (i) (a) The Company has maintained proper records showing full particulars, including quantitative details and fi. situation of (b) The fixed assets were physically verified by the management at reasonable intervals, no material discrepancies were noticed on such verification .
(c) According to the information and explanation given to us and based on available records of the Company, the lease deed of lands located at Bhagapura Industrial Estate, Gujarat and Rohtak has not yet been executed by the Company, however the possession had been taken.
(ii) The physical verification of inventory has been conducted at reasonable intervals by the management and no material discrepancies were noticed on such physical verification.
(iii) As per the information and explanation given to us and on the basis of our examination the Company has not granted any loans,securedorunsecured,tocompanies,firms,Limited Liability Partnerships or other partiescoveredintheregistermaintainedundersection189 of the Companies Act, 2013.
(iv) The Company has not granted any loans or providedanyguaranteesorsecuritytothepartiescovered under section 185 and 186 of the Companies Act, 2013. The Company has complied with the of section 186 of the Companies Act 2013 in respect of investment made.
(v) The Company has not accepted any deposits from the public within the meaning of directives issued by the Reserve Bank of India and provisions of sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed thereunder.
(vi) The Central Government has not prescribed the maintenanceofcostrecordsfortheactivities carried on by the Company during the year ended 31 March, 2019 under sub-section
Companies Act,2013, hence clause(vi) of paragraph 3 of the Order is not applicable to the Company. (vii) (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues in respect of provident fund, investor education and protection fund, employees state insurance, income tax, customs duty, Goods and Services Tax, Cess and other material statutory dues as applicable with the appropriate authorities. Further, there were no undisputed amounts outstanding at year end for period of more than six months from the date they became payable.
(b) According to the information and explanations by us, there are no dues of income tax, custom duty, Goods and Service Tax, Cess and other material statutory dues which have not been deposited on account of any dispute.
(viii) According to the records of the Company examined by us and the information and explanations given to us, the Company has not defaulted in repayment of loansfrombankandfinancialinstitutions. Further, the Company has not taken any loan from Government and dues to debenture holders. (ix) As per the information and explanation given to us and on the basis of our examination of the records, the company has not raised moneys by way of initial public offer or further public offer (including debt instruments) and term loans were applied for the purpose for which they were raised.
(x) During the course of our examination of the books and records of the Company carried out in with the generally accepted auditing practices in India, we have neither come across any instance of fraud by the company or on the Company by its officers or employees noticed or reported during the year, nor we have been informed of such case by the management.
(xi) As per the information and explanation given to us and on the basis of our managerial remuneration has been paid or provided as specified by the with Schedule V to the Companies Act, 2013.
(xii) The company is not a Nidhi Company, therefore this clause is not applicable to the company. (xiii) As per the information and explanation given to us and on the basis of our examination of the records, the company has transacted with the related parties which are in compliance with section 177 and 188 of Companies Act, 2013 and the details have been disclosed in the standalonef inancial statements as required by the Indian Accounting Standard 24"Related Party Disclosures". Refer Note No. 45 to the standalone financial statements.
(xiv) The company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. (xv) As per the information and explanations given to us and on the basis of our examination of the records, the company has not entered into any non-cash transactions with directors or persons connected with him.
(xvi) The company is not required to beregisteredundersection45-IA of the Reserve Bank of India Act, 1934. Therefore, this clause is not applicable to the company.
For S. S. KOTHARI MEHTA & CO.
Firm Registration No. 000756N
Membership No. 095960 Place: Gurugram Date:25 May, 2019
"ANNEXURE B" TO THE INDEPENDENT AUDITORS REPORT TO THE MEMBERS OF JAY USHIN LIMITED
Report on the Internal Financial Controls under Clause (i)Section143 of the Companies Act, Sub-section of 2013 ("the Act").
We have audited the internal financial controlsoverfinancialreportingof JAY USHIN LIMITED ("the Company") conjunction with our audit of the standalone financial statements of the Company for the asat31March,2019in year ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys Board of Directors 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".Theseresponsibilitiesinclude the design, implementation and maintenance of adequate internal financial for ensuring the orderly and efficient conduct of its business, including adherence to 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.
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including 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 Companys internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of 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
Becauseof including theinherentlimitationsofinternal financialcontrols over financial possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projectionsof any evaluation of the internalfinancialcontrols over financial reporting to future periods are subject to the risk that theinternalfinancialcontroloverfinancialreportingmay become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, based on records the Company has, in all material respects, an adequate internalfinancialcontrols over financial and the internal controls over financialreporting are generally operating effectively as at 31 March, 2019 based on the internal control overfinancialreporting 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
For S. S. KOTHARI MEHTA & Co.
Firm Registration No.
Partner Date: 25 May, 2019
Membership No. 095960