To The Members of Kothari World Finance Limited
Report on the Audit of the IND AS Standalone Financial Statements
1. Opinion
We have audited the accompanying standalone Ind AS financial statements
of Kothari World Finance Limited ("the Company"), which comprise the Balance
Sheet as at 31 March 2023, and the Statement of Profit and Loss (including other
comprehensive income), the statement of Cash Flows and the statement of changes in equity
for the year then ended, and notes to the financial statement including a summary of
significant accounting policies and other explanatory information (herein after referred
to as "standalone Ind AS financial statements").
2. In our opinion and to the best of our information and according to
the explanation given to us, the aforesaid Ind AS standalone financial statements give the
information required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India including the Ind
AS, of the state of affairs of the Company as at 31 March 2023, and its Profit including
comprehensive income, its cash flows and the change in equity for the year ended on that.
Basis for Opinion
3. We conducted our audit in accordance with the Standards on Auditing
(SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities
under those Standards are further described in the Auditors Responsibilities for the
Audit of the Financial Statements section of our report. We are independent of the Company
in accordance with the code of Ethics issued by the Institute of Chartered Accountants of
India together with the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Companies Act, 2013 and the Rules
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
4. Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the financial statements of the
current period. There matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
Information other than the Standalone Ind AS Financial Statements and
auditors report thereon
5. 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.
6. Our opinion on the standalone financial statements does not cover
the other information and we do not express any form of assurance conclusion thereon.
7. In connection with our audit of the standalone financial statements,
our responsibility is to read the other information and, in doing so, consider whether the
other information is materially inconsistent with the standalone financial statements or
our knowledge obtained in the audit or otherwise appears to be materially misstated. If,
based on the work we have performed, we conclude that there is a material misstatement of
this other information, we are required to report that fact. We have nothing to report in
this regard.
Managements Responsibility for the Standalone Ind AS Financial
Statements
8. The Companys Board of Directors is responsible for the matters
stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to
the preparation of these standalone Ind AS financial statements, that give a true and fair
view of the financial position, financial performance including other comprehensive
income, cash flows and changes in equity 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, read with relevant rules issued thereunder. This
responsibility also includes maintenance of adequate accounting records in accordance with
the provisions of the Act; for safeguarding the assets of the Company; for preventing and
detecting frauds and other irregularities; selection and application of appropriate
implementation and maintenance of 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 Ind AS financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
9. In preparing the 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.
10. Those Board of Directors are also responsible for overseeing the
Companys financial reporting process.
Auditors Responsibility for the Audit of the Standalone Ind AS
Financial Statements
11. 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.
12. 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
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.
• 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 with reference to standalone
financial statements in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the
reasonableness of accounting estimates 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 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.
• 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.
13. 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.
14. 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.
15. 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
16. As required by the Companies (Auditors Report) Order, 2020
(the "Order") issued by the Central Government in terms of Section 143(11) of
the Act, we give in "Annexure I" a statement on the matters specified in
paragraphs 3 and 4 of the Order, to the extent applicable.
17. As required by Sectionl43(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 Standalone IND AS Balance sheet, the standalone statement of
profit and loss
including other comprehensive income, the statement of cash flow and
the statement of changes in equity dealt with by this report are in agreement with the
books of account.
d. In our opinion, the aforesaid standalone Ind AS financial statements
comply with
the Indian Accounting Standards (Ind As) specified under Section 133 of
the Act, read with relevant rule issued thereunder.
e. On the basis of the written representations received from the
directors as on 31
March, 2023 and taken on record by the Board of Directors, none of the
directors is disqualified as on 31 March 2023 from being appointed as a director in terms
of Section 164(2) of the Act;
f. We have also audited the internal financial controls over financial
reporting (IFCoFR) of the Company as on 31 March 2023 in conjunction with our audit of the
standalone Ind AS financial statements of the Company for the year ended on that date and
our report dated 01-09-2023 as per Annexure II expressed.
18. 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, in our opinion and to the best of our information and according to the
explanations given to us:
i. The Company does not have any pending litigations which may impact
its its financial positions in its standalone Ind AS 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 were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the company.
iv. (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 (h) above, contain any material misstatement.
v. The Company has not declared or paid any dividend during the year.
A. With respect to the matter to be included in the Auditors
Report under Section 197(16) of the Act: In our opinion and according to the information
and explanations given to us, the Company has not paid any remuneration to its directors
during the current year in accordance with the provisions of Section 197 of the Act.
Hence, in the absent of payment of the remuneration to any director the compliance of the
limit laid down under Section 197 of the Act are not applicable. The Ministry of Corporate
Affairs has not prescribed other details under Section 197(16) which are required to be
commented upon by us.
Annexure I to the Standalone IND AS Independent Auditors Report
With reference to the Annexure I referred to in the Independent
Auditors Report to the members of the Company on the standalone Ind AS financial
statements for the year ended 31st March 2023, we report the following:
i. In respect of Property, Plant & Equipment:
a) A) The Company has maintained proper records showing full
particulars, including
quantitative details and situation of Property, Plant and Equipment.
B) The Company has maintained proper records showing full particulars
of intangible assets.
b) During the year, the Property, Plant & Equipment of the Company
have been physically verified by the management and as informed, no material discrepancies
have been noticed on such verification. In our opinion, this frequency of physical
verification is reasonable having regard to the size of the Company and the nature of its
assets.
c) The title deeds in respect of all immovable properties (Other than
immovable properties where the Company is the lessee and the lease agreements are duly
executed in favour of the Company) are held in the name of the company.
d) The Company has not revalued any of its Property, Plant and
Equipment and intangible assets during the year.
e) No proceedings have been initiated during the year or are pending
against the Company as at March 31st, 2023 for holding any benami property under the
Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made
thereunder.
ii. In respect of Inventories:
a) The Company does not hold any securities in physical form. The
securities held as stock-in-trade have been confirmed by the Management with the statement
of holdings provided by the custodian at regular intervals. No material discrepancies were
noticed on comparing the statement received from custodian with book records of books of
account.
b) The Company has not been sanctioned any working capital at any
points of time during from banks or financial institutions on the basis of security of
current assets and hence under clause 3(i)(b) of the Order is not applicable.
iii. a) The principal business of the Company is to give loans and
hence reporting under
clause (iii)(a) of the Order is not applicable, further the Company 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 during the year which are prejudice to the interest of the company, and hence
subclauses iii (c), (d), (e), (f) under clause (iii) of the Order are not applicable.
b) The investments made, during the year and outstanding at the year
end are, prima facie, not prejudicial to the Companys interest.
iv. Based on our scrutiny of the companys books of accounts and
other records and according to the information and explanations given to us, we are of the
opinion that the company has complied with the provisions of section 185 and 186 of the
Companies Act, 2013 in respect of Loans, Investments, Guarantees and security given.
v. According to the information and explanations given to us, the
Company has not accepted any deposits or amounts which are deemed to be deposits, hence
the directives issued by the Reserve Bank of India and the provisions of Sections 73 to 76
or any other relevant provisions of the Companies Act. Further, according to the
information and explanations given to us, no order has been passed by the Company Law
Board or the National Company Law Tribunal or the Reserve Bank of India or any Court or
any other Tribunal.
vi. To the best of our knowledge and according to the information and
explanations given to us, the Central Government has not prescribed the maintenance of
cost records under section 148(1) of the Act. in respect of the business activities
carried on by the company. Accordingly, the provisions of the clause 3 (vi) of the Order
is not applicable to the Company.
vii. In respect of Statutory Dues:
a) According to information and explanations given to us and on the
basis of our examination of the books of account, and records, the Company has been
generally regular in depositing undisputed statutory dues Including Goods & Service
Tax, Provident Fund, Employees State Insurance, Income-Tax, Sales tax, Service Tax, Duty
of Customs, Duty of Excise, Value added Tax, Cess and any other statutory dues with the
appropriate authorities.
b) According to the information and explanation given to us, there are
no dues referred to in sub-clause (a) outstanding on account of any dispute.
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.(43 of 1961).
ix. a) According to the records of the Company examined by us and the
information and explanation given to us, the Company has not defaulted in repayment of
loans or other borrowings or in the payment of interest to any lender during the year.
b) According to the information and explanations given to us and on the
basis of our audit procedures, we report that the Company has not been declared Willful
Defaulter by any bank or financial institution or government or any government authority.
c) In our opinion, term loans availed and outstanding in the books of
the Company, were applied by the Company for the purposes for which the loans were
obtained.
d) According to the information and explanations given to us, and the
procedures performed by us, and on an overall examination of the standalone financial
statements of the Company, we report that 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 standalone financial statements of the Company, we report that
the Company has not taken any funds from any entity or person on account of or to meet the
obligations of its subsidiaries.
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.
x. a) According to information and explanations given to us, the
company has not raised moneys during the year by way of initial public offer or further
public offer (including debt instruments), Accordingly, provisions of the clause 3(x)(a)
of the Order is not applicable to the Company.
b) According to the information and explanations given to us, no report
under sub-section (12) of Section 143 of the Act 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.
c) According to information and explanations given to us, the company
have not received any whistle blower complaints during the year (and upto the date of this
report), neither any reported to auditor for consideration.
xii. In our opinion and according to Information and explanations
provided to us, the Company is not a Nidhi Company. Accordingly, provisions of the clause
3 (xii) of the Order is not applicable to the Company.
xiii. In our opinion and according to the information and explanations
given to us, the Company is in compliance with Section 177 and 188 of the Companies Act,
2013 where applicable, for all transactions with the related parties and the details of
related party transactions have been disclosed in the standalone financial statements as
required by the applicable accounting standards.
xiv. a) In our opinion the Company has an adequate internal audit
system commensurate with the size and the nature of its business.
b) In our opinion, looking at the size and nature of the Company, the
Requirement to Appoint Internal Auditor as per section 138 of the Companies Act, 2013 read
with rule 13 of the Company (Accounts) Rules 2014, is not applicable to the Company.
xv. Based upon the audit procedures performed and the information and
explanations given by the management, the company has not entered into any non-cash
transactions with Directors or persons connected with him under section 192 of the
Companies Act. Accordingly, the provisions of clause 3 (xv) of the Order is not applicable
to the Company.
xvi. a) The Company is required to be registered under section 45-IA of
the Reserve Bank of
India Act, 1934 and it has obtained the registration.
b) The Company has not conducted any Non-Banking Financial without
obtaining a valid certificate of registration (CoR) from the Reserve Bank of India as per
the Reserve Bank of India Act, 1934. The company has not conducted any housing finance
activities during the year and therefore it is not required to obtain a registration for
the same.
c) The Company is not a Core Investment Company ("CIC") as
defined in the regulations made by Reserve Bank of India. Therefore, comments under this
clause are not applicable.
d) In our opinion, there is no core investment company within the Group
(as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) and
accordingly reporting under clause 3(xvi)(d) of the Order is not applicable.
xvii. The Company has not incurred cash losses during the financial
year covered by our audit and the immediately preceding financial year.
xviii There has been no resignation of the statutory auditors of the
Company during the year.
xix. On the basis of the financial ratios, ageing and expected dates of
realisation of financial assets and payment of financial liabilities, other information
accompanying the financial statements and 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 indicating 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 provision for contribution towards Corporate Social
Responsibility (CSR) u/s 135, of the Companies Act are not applicable to the company,
hence the provisions of clause 3 (xx) (a) to (b) of the Order is not applicable to the
Company.
| For V K Beswal & Associates |
| Chartered Accountants |
| Firm Registration No 101083W |
| Sd/- |
| CA Nishit S. Agrawal |
| Partner |
| M No-159882 |
| UDINNo. : 23159882BGRJMH4300 |
| Place: Mumbai |
| Date: 01-09-2023 |
Annexure II to the Standalone IND AS Independent Auditors Report
1. Independent Auditors report on the Internal Financial Controls
with reference to financial statements and its operative effectiveness under Clause (i) of
Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")
In conjunction with our audit of the standalone Ind AS financial
statements of Kothari World Finance Limited ("the Company") as of and for the
year ended 31st March, 2023, we have audited the internal financial controls
over financial reporting (IFCoFR) of the company of as of that date.
2. Managements Responsibility for Internal Financial Controls
The Companys Board of Directors is responsible for establishing
and maintaining internal financial controls based on the criteria being specified by
management. These responsibilities include the design, implementation and maintenance of
adequate internal financial controls with reference to financial statements, that were
operating effectively for ensuring the orderly and efficient conduct of the companys
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 Act.
3. Auditors Responsibility
Our responsibility is to express an opinion on the Companys IFCoFR
based on our audit. We conducted our audit in accordance with the Standards on Auditing,
issued by the Institute of Chartered Accountants of India (ICAI) and deemed to be
prescribed under section 143(10) of the Act, to the extent applicable to an audit of
IFCoFR, and the Guidance Note on Audit of Internal Financial Controls Over Financial
Reporting (the "Guidance Note") issued by the ICAI. 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 IFCoFR were 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 IFCoFR and their operating effectiveness. Our audit of IFCoFR included
obtaining an understanding of IFCoFR, 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
judgement, including the assessment of the risks of material misstatement of the 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 IFCoFR.
4. Meaning of Internal Financial Controls over Financial Reporting
A companys IFCoFR 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 including the Accounting Standards. A companys IFCoFR 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 including Accounting Standards, and that receipts and
expenditures of the company are being made only in accordance with authorisations 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.
5. Inherent Limitations of Internal Financial Controls over Financial
Reporting
Because of the inherent limitations of IFCoFR, 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 IFCoFR to future periods are subject to the risk that IFCoFR may
become inadequate because of changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate.
6. Opinion
In our opinion, the Company has, in all material respects, adequate
internal financial controls over financial reporting and such internal financial controls
over financial reporting were operating effectively as at 31st March, 2023,
based on the criteria being specified by management.
| For V K Beswal & Associates |
| Chartered Accountants |
| Firm Registration No 101083W |
| Sd/ |
| CA Nishit S. Agrawal |
| Partner |
| M No-159882 |
| UDINNo.: 23159882BGRJMH4300 |
| Place: Mumbai |
| Date: 01-09-2023 |
+91-9892691696
