To the Members of Jyoti Limited
Report on the Audit of the Standalone Financial Statements
Opinion
We have audited the accompanying Standalone Financial Statements of Jyoti Limited ("the
Company"), which comprise the Balance Sheet as at 31st March, 2023, the
Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow
Statement 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, 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 accounting principles generally accepted in India, of
the state of affairs of the Company as at 31st March, 2023, and its Profit
(including Other 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 (SAs) specified
under Section 143(10) of the Act. Our responsibilities under those SAs 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 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 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.
Key Audit Matters
Key Audit Matters (‘KAM) 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 following matter as Key Audit
Matters for the year.
Description of Key Audit Matters
| The Key Audit Matters |
How our audit addressed the Key Audit Matter |
| Evaluation of uncertain Direct and Indirect Tax Positions |
|
| Direct Tax & Indirect Tax |
Our audit procedures include the following substantive procedures: |
| The Company has material uncertain tax positions including matters in dispute which
involves significant judgment to determine the possible outcome of these disputes. |
• Obtained understanding of key uncertain tax positions; and |
| Refer Note 24(3) to the Standalone Financial Statements. |
• We along with our internal tax experts - |
|
- Read and analyzed select key correspondences, external legal opinions /
consultations by Management for key uncertain tax positions; |
|
- Discussed with appropriate senior Management and evaluated Managements underlying
key assumptions in estimating the tax provisions; and |
|
- Assessed Managements estimate of the possible outcome of the disputed cases. |
Other Information
The Companys Management and Board of Directors are responsible for the other
information. The other information comprises the information included in the Companys
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.
We have been provided the aforesaid reports and based on the work we have performed, we
did not observe any material misstatement of this other information and accordingly, we
have nothing to report in this regard.
Responsibility of Management and Those Charge with Governance for the Standalone
Financial Statements
The Companys Management and Board of Directors are 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 state of affairs, profit (including Other
Comprehensive Income), Changes in Equity and Cash Flows of the Company in accordance with
the accounting principles generally accepted in India, including the Indian Accounting
Standards (Ind AS) specified under Section 133 of the Act. This responsibility also
includes maintenance of adequate accounting records 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 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
which have been used for the purpose of preparation of the Standalone Financial Statements
by the Directors of the Company, as aforesaid.
In preparing the Standalone Financial Statements, The Management and Board of Directors
are 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 or Board of Directors 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 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:
a. 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.
b. Obtain an understanding of internal 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 with reference to Standalone Financial
Statements in place and the operating effectiveness of such controls.
c. Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the Management.
d. Conclude on the appropriateness of Managements use of the going concern basis of
accounting in preparation of Standalone 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 may cause the Company to cease to continue as a going concern.
e. 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.
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 the Companies (Auditors Report) Order, 2016 ("the Order")
issued by the Central Government of India in terms of sub-section (11) of Section 143 of
the Companies Act 2013, we give in the Annexure - A, a statement on the matters specified
in paragraphs 3 and 4 of the Order to the extent applicable.
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 purposes 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 (including Other Comprehensive
Income), the Statement of Changes in Equity and Cash Flow Statement dealt with by this
Report are in agreement with the books of account;
d) In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014.
e) On the basis of written representations received from the Directors as on 31st
March, 2023, and taken on record by the Board of Directors, none of the directors is
disqualified as on 31st March, 2023, from being appointed as a director in
terms of Section 164(2) of the Companies Act, 2013;
f) With respect to the adequacy of the internal financial controls with reference to
financial statements of 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, 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 and is not in excess of the limit laid down under
this section.
h) With respect to the other matters included in the Auditors Report in accordance
with the 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 given to us :
(i) Companys Ongoing operations with improved business prospects, continues to execute
orders in hand, increasing & giving additional focus on turnover of spares, retrofit
& service orders which contribute good margin, positive EBITDA, robust cost control
which enhance Companys ability to continue as a Going Concern inspite of Accumulated
Losses and erosion in the Net Worth.
(ii) The Company has disclosed the impact of pending litigations on its financial
position in its Financial Statements as referred to Note No.24(3).
(iii) The Company has made provision, as required under the applicable law or
accounting standards, for material foreseeable losses, if any, on long term contracts
including derivatives contracts.
(iv) There has been no delay in transferring amounts, required to be transferred, to
the Investor Education and Protection Fund by the Company except dividend under dispute
amounting to Rs.6.67 Lakhs, which is subjudice.
(v) (a) The Management has represented that, to the best of its knowledge and belief,
no funds (which are material either individually or in the aggregate) have been advanced
or loaned or invested (either from borrowed funds or share premium or any other sources or
kind of funds) by the Company to or in any other person or entity, including foreign
entity ("Intermediaries"), with the understanding, whether recorded in writing
or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest
in other persons or entities identified in any manner whatsoever by or on behalf of the
Company ("Ultimate Beneficiaries") or provide any guarantee, security or the
like on behalf of the Ultimate Beneficiaries.
(b) The Management has represented that, to the best of its knowledge and belief, no
funds (which are material either individually or in the aggregate) have been received by
the Company from any person or entity, including foreign entity ("Funding
Parties"), with the understanding, whether recorded in writing or otherwise, that the
Company shall, whether, directly or indirectly, lend or invest in other persons or
entities identified in any manner whatsoever by or on behalf of the Funding Party
("Ultimate Beneficiaries") or provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries.
(c) Based on the 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.
(vi) The Company has not declare or paid any dividend during the year in contravention
of the provisions of Section 123 of the Companies Act, 2013.
|
For AMIN PARIKH & CO. |
|
Chartered Accountants |
|
FRN : 100332W |
|
CA SAMIR R. PARIKH |
| Vadodara |
Partner |
| 30th May, 2023 |
M.No.41506 |
|
UDIN: 23041506BGWFQM8419 |
Annexure-A to Independent Auditors Report
Annexure Referred to in Independent Auditors Report to the members of the Company on
the Standalone Financial Statements for the year ended 31st March, 2023, we
report that:
(i) (a) The Company has maintained proper records showing full particulars, including
quantitative details and situation of Fixed Assets.
(b) Fixed Assets have been physically verified by the Management during the year as per
the phased program of physical verification of fixed assets. As informed to us, the
program is such that all the fixed assets will get physically verified in every year. In
our opinion the same is reasonable having regard to the size of the Company and the nature
of its fixed assets. No material discrepancies were noticed on such verification.
(c) According to the information and explanation given to us and on the basis of our
examination of the records of the Company, the title deeds of immovable properties are
held in the name of the Company.
(d) 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 carried out any revaluation
reserve during the year.
(e) According to the information and explanation given to us and on the basis of our
examination of the records of the Company, there are no Benami Properties held by Company
and there is no proceeding pending or initiated against the Company.
(ii) (a) As explained to us, the inventory (except those lying with contractors) has
been physically verified by the Management at the year end. According to the information
and explanations given to us, there was no material discrepancies were noticed on such
physical verification of inventory as compared to the book records.
(b) During the year Company has not been sanctioned working capital limits in excess of
Rs.5 crores, in aggregate, from banks or financial institutions on the basis of security
of current assets.
(iii) According to the information and explanations given to us, the Company has not
granted any loans, secured or unsecured to Companies, Firms, Limited Liability
Partnerships or other parties covered in the register maintained under Section 189 of the
Companies Act, 2013. Hence, provisions of sub clauses 3 (iii) (a), (b) & (c) are not
applicable to the Company.
(iv) According to information and explanations given to us, the Company has complied
with the provisions of Section 185 and 186 of the Companies Act, 2013 in respects of
loans, investments, guarantees and security.
(v) According to the information and explanations given to us, the Company has not
accepted any deposits from the Public and there are not any deemed deposits.
(vi) To the best of our knowledge and explanations provided by the Management, the
maintenance of cost records has been prescribed by the Central Government under
sub-section (1) of Section 148 of the Companies Act, 2013. Such accounts and records have
been made and are maintained by the Company.
(vii) According to the information and explanations given to us in respect of statutory
and other dues:
(a) The Company has been generally regular in depositing undisputed statutory dues
including Provident Fund, Employees State Insurance, Income-Tax, Duty of Customs, Goods
and Service Tax, and any other material statutory dues to the appropriate authorities
during the year. Based on our audit procedures and according to the information and
explanation given to us, there are no arrears of statutory dues which has remained
outstanding as at 31st March, 2023 for a period of more than six months from
the date they became payable.
(b) According to the information and explanations given to us and on the basis of the
records produced before us by the Company, except for the cases stated below, there are no
material dues payable in respect of Income Tax or Goods & Service Tax or Duty of
Customs or Duty of Excise or Value Added Tax and Goods & Service Tax which have not
been deposited on account of any dispute.
| Sr. no |
Name of the Statute & Nature of Dues |
Total Demand (Rs. lakhs) |
Period |
Forum where dispute is pending |
| 1 |
The Finance Act, 1994 (Service Tax) |
1.60 |
Dec,04 To Nov,09 |
Central Excise & Service Tax Appellate Tribunal, Ahmedabad. |
|
|
0.10 |
Sep,13 To Jun,14 |
The Superintendent, Central Excise, Customs and Service Tax,Vadodara. |
|
|
116.87 |
July, 12 To Apr, 16 |
Central Excise & Service Tax Appellate Tribunal, Ahmedabad. |
|
|
0.17 |
Apr, 16 To June,17 |
Superintendent CGST & Central Excise,Div-I,Range-IV, Vadodara-I. |
(viii) According to information and explanations given to us, the Company has no
transactions which are not recorded in the book of accounts of previous years and the
Company has not surrendered or disclosed any such income during the year in the tax
assessments under the Income Tax Act, 1961.
(ix) The Company has no overdue amount as on 31st March, 2023.
(x) (a) According to information and explanation given to us, the Company did not raise
money by way of initial public offer or further public offer (including debt instruments)
and term loans during the year. Accordingly, paragraph 3(x) of the Order requiring to
report application of money raised were applied for the purposes for which money has been
raised is not applicable.
(b) According to information and explanation given to us, the Company did not raise
money by way of preferential allotment or private placement of shares or convertible
debentures (fully, partially or optionally convertible) and term loans during the year
under review. Accordingly, Section 42 and Section 62 of the Companies Act, 2013 and
paragraph 3(x) of the Order requiring to report application of money raised were applied
for the purposes for which money has been raised is not applicable.
(xi) (a) As per information and explanations given to us, no material fraud by the
Company or any fraud on the Company by its officers or employees has been noticed or
reported during the course of our audit.
(b) As no material fraud by the Company or any fraud on the Company by its officers or
employees has been noticed or reported during the course of our audit, there is no need to
file Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014
with the Central Government.
(c) As per information and explanations given to us, the Company has not received any
complain which is considered as whistle-blower complaints.
(xii) According to the information and explanation given to us, the Company is not a
Nidhi Company. Accordingly, paragraph 3(xii) of the Order is not applicable.
(xiii) According to information and explanation given to us, transactions with the
related parties are in compliance with Sections 177 and 188 of Companies Act, 2013 where
applicable and the details of such transactions have been disclosed in the Standalone
Financial Statements etc., as required by the applicable accounting standards;
(xiv) (a) In our opinion and based on our examination, the Company has an internal
audit system commensurate with the size and nature of its business, the Company has
entrusted the work of internal audit to an external agency.
(b) We have considered the internal audit reports of the Company issued till date, for
the period under audit.
(xv) According to information and explanation given to us, the Company has not entered
into any non-cash transactions with Directors or persons connected with him. Accordingly,
paragraph 3(xv) of the Order is not applicable.
(xvi) The Company is not required to be registered under Section 45-IA of the Reserve
Bank of India Act, 1934.
(xvii) Based on the cash flow reports provided to us by Management, the Company has not
incurred any cash losses in the financial year and in the immediately preceding financial
year.
(xviii) There has been no resignation of the statutory auditors during the year and
accordingly, paragraph 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
Company is not capable of meeting its liabilities existing at the date of balance sheet as
and when they fall due within a period of one year from the balance sheet date. We,
however, state that this is not an assurance as to the future viability of the Company. We
further state that our reporting is 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) The Company is not required to apply Section 135, as it does not fulfill criteria
under that section, thus paragraph 3(xx) of the Order is not applicable.
(xxi) In terms of the information and explanations sought by us and given by the
Company and the books of account and records examined by us in the normal course of audit
and to the best of our knowledge and belief, we state that there is not any qualifications
or adverse remarks by the respective auditors in the Companies (Auditors Report) Order,
2020 (CARO) reports of the Companies included in the Consolidated Financial Statements.
|
For AMIN PARIKH & CO. |
|
Chartered Accountants |
|
FRN : 100332W |
|
CA SAMIR R. PARIKH |
| Vadodara |
Partner |
| 30th May, 2023 |
M.No.41506 |
|
UDIN: 23041506BGWFQM8419 |
Annexure - B to the Independent Auditors Report
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section
143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial reporting of Jyoti
Limited ("the Company") as of 31st March, 2023 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. 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 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 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, 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 Ind AS 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
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, the Company has, in all material respects, an adequate internal
financial controls system over financial reporting and such internal financial controls
over financial reporting were operating effectively as at 31st March, 2023,
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.
|
For AMIN PARIKH & CO. |
|
Chartered Accountants |
|
FRN : 100332W |
|
CA SAMIR R. PARIKH |
| Vadodara |
Partner |
| 30th May, 2023 |
M.No.41506 |
|
UDIN: 23041506BGWFQM8419 |
+91-9892691696
