To the Members of
Lyons Corporate Market Limited
Report on the Audit of the Financial Statements
Opinion
We have audited the accompanying financial statements of Lyons Corporate Market
Limited ("the Company") C.I.N.- L74140WB1994PLC061497, which
comprise the Balance Sheet as at March 31, 2023, the Statement of Profit and Loss
(including comprehensive income), statement of changes in equity, and Cash Flow Statement
for the year then ended, and notes to the financial statements, including a summary of
significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid 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 Indian Accounting Standards (‘Ind
AS) specified under section 133 of the Act, of the state of affairs (financial position)
of the company as at March 31,2023 and its loss and other comprehensive income, change 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 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 on the financial
statements.
Information other than the Financial Statements and Auditors Report Thereon
The Companys Board of Directors and Management is responsible for the preparation of
the other information. The other information comprises the information obtained at the
date of this auditors report but does not include the financial statements and our
auditors report thereon.
Our opinion on the 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
financial statements, our responsibility is to read the other information and, in doing
so, consider whether the other information is materially inconsistent with the financial
statements, or our knowledge obtained during the course of our 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.
Responsibility of Management and Those Charged with Governance for the Financial
Statements
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 and
presentation of these financial statements that give a true and fair view of the state of
affairs, profit/loss and other comprehensive income, change 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 provision of the Act for safeguarding the assets of the Company and for
preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgements 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 financial
statements that give a true and fair view and are free from material misstatement, whether
due to fraud or error.
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. Those Board of Directors are also responsible for overseeing the
companys financial reporting process.
Auditors Responsibility
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to fraud or error,
and to issue an 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 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 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
Companies Act, 2013, 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 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 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 financial
statements, including the disclosures, and whether the 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 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 above 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 terms of sub-section (11) of Section 143 of
the Act, we give in the 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 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, the Statement of Profit and Loss (including other comprehensive
income) and the Cash Flow Statement dealt with by this Report are in agreement with the
books of account;
d. In our opinion, the aforesaid financial statements comply with the Indian Accounting
Standards specified under section 133 of the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014;
e. On the basis of the written representations received from the directors as on March
31, 2023, taken on record by the Board of Directors, none of the directors is disqualified
as on March 31, 2023, from being appointed as a director in terms of Section 164 (2) of
the Act;
f. With the respect to the adequacy of the internal financial controls with reference
to financial statements of the company and the operating effectiveness of such control,
refer to our separate report in ‘Annexure B and
g. With the respect to the matter to be included in the Auditors Report under section
197(16) of the Act, as amended: In our opinion and according to the information and
explanation given to us, the company has not paid any remuneration to its directors during
the current year.
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, 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 litigation on its financial position in its
financial statements as on date.
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
(b) above, contain any material misstatement.
v. The Company has not declared or paid any dividend during the year
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books
of account using accounting software which has a feature of recording audit trail (edit
log) facility is applicable to the Company with effect from April 1, 2023, and
accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is
not applicable for the financial year ended March 31, 2023.
|
For SRB & Associates |
|
Chartered Accountants |
|
Firm Reg. No.310009E |
|
Sunil Shah |
|
Partner |
Place: Kolkata |
M. No. 052841 |
Date: 30.05.2023 |
UDIN: 23052841BGUUYT3417 |
Annexure "A" to the Independent Auditors Report
The Annexure referred to in Independent Auditors Reports to the members of M/s
Lyons Corporate Market Limited on the 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 Property, Plant & Equipment. The Company do not
have any intangible assets as on balance sheet date.
b. The Fixed Assets were physically verified during the year by the Management in
accordance with a regular programme of verification which, in our opinion, provides for
physical verification of all the fixed assets at regular intervals. According to the
information and explanation given to us, no material discrepancies were noticed on such
verification.
c. According to the information and explanation given to us, the title deeds of
immovable properties are held in the name of the company.
d. The company has not revalued any of its Property, Plant and Equipment during the
year.
e. As explained to us, there are no proceedings that have been initiated or are pending
against the company for holding any benami property under the Benami Transactions
(Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.
(ii) a. The Company does not have any inventory and accordingly the provision of clause
3(ii)(a) of the order are not applicable to the company and hence not commented upon.
b. The Company has not been sanctioned working capital limits in excess of Rs. 5
crores, in aggregate, at any point of time during the year, from banks or financial
institutions on the basis of security of current assets and hence reporting under clause
3(ii)(b) of the Order is not applicable.
(iii) During the year the company has made Investments and provided guarantee &
security and granted loans or advances in the nature of loans, secured or unsecured, to
Companies, Firms, Limited Liability Partnership or any other parties
a. Since the Company is a Non-Banking Financial Company (NBFC) whose principal business
is to provide loans, reporting under clause 3(iii)(a) of the Order is not applicable.
b. In our opinion, the investments made and the terms and conditions of the grant of
loans, during the year were not, prima facie, prejudicial to the interest of the Company.
c. In respect of loans granted by the Company, the schedule of repayment of principal
and payment of interest has been stipulated and the repayments of principal amounts and
receipts of interest are generally regular as per stipulation.
d. In respect of loans granted by the Company, there is no overdue amount remaining
outstanding at the balance sheet date.
e. Since the Company is a Non-Banking Financial Company (NBFC) whose principal business
is to provide loans, reporting under clause 3(iii)(e) of the Order is not applicable.
f. The company has granted loans that are repayable on demand or without specifying any
terms or period of repayment, the details of which are as follows: -
|
All Parties |
Promoters |
Related Parties |
| Aggregate amount of loans/ advances in nature of loans |
|
|
|
| - Repayable on demand (A) |
284.00 Lakhs |
NIL |
NIL |
| Total |
284.00 Lakhs |
NIL |
NIL |
Percentage of loans/ advances in nature of loans to the total loans |
100% |
- |
- |
iv) In our opinion, and according to the information and explanations given to us, the
company has complied with the provisions of Section 185 and Section 186 of the Companies
Act, 2013 with respect to loans, investments, guarantees and security made.
v) According to the information and explanation given to us by the management, the
Company has not accepted any deposit from the public within the meaning of Sections 73 to
76 of the Act, and the rules framed there under to the extent notified.
vi) The Company is not required to maintain cost records as specified by the Central
Government under section 148 (1) of the Companies Act, 2013.
vii) a. According to the records of the company and information and explanations given
to us, the company is generally regular in depositing the undisputed statutory dues,
including Provident Fund, Employees State Insurance, Income-tax, Sales-tax, Wealth Tax,
Goods and Services Tax, Custom Duty, Excise Duty and other statutory dues, as applicable,
with the appropriate authorities in India; According to the information and explanations
given to us and based on audit procedures performed by us, no undisputed amounts payable
in respect of these statutory dues were outstanding on the last day of the financial year
concerned 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 the records of the
Company examined by us, there are no dues of income tax or goods and service tax,
provident fund, employees state insurance, income tax, sales tax, service tax, custom
duty, excise duty, value added tax, Cess and other statutory dues which have not been
deposited on account of any dispute.
viii) According to the records of the company examined by us and as per the information
and explanation given to us, 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 as per the
information and explanations given to us, the company has not defaulted in repayment of
loans or other borrowings or in the payment of interest thereon to any financial
institution or banks or lender.
b. According to the records of the company examined by us and as per the information
and explanations given to us, The Company has not been declared willful defaulter by any
bank or financial institution or government or any government authority.
c. According to the records of the company examined by us and as per the information
and explanations given to us, the company has not raised funds through Term loans during
the year. Accordingly, reporting under clause 3(ix)(c) is not applicable.
d. According to the records of the company examined by us and as per the information
and explanations given to us, 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. The Company does not have any subsidiary, associate, or joint ventures. Accordingly,
reporting under clause 3(ix)(e) is not applicable.
f. The Company does not have any subsidiary, associate, or joint ventures. Accordingly,
reporting under clause 3(ix)(f) is not applicable.
x) a. According to the information and explanations given to us and based on our
examination of the records of the company, the Company has not raised moneys by way of
initial public offer or further public offer (including debt instruments) during the year
and hence reporting under clause 3(x)(a) of the Order is not applicable.
b. According to the information and explanations given to us and based on our
examination of the records of the company, during the year, the Company has not made any
preferential allotment or private placement of shares or convertible debentures (fully or
partly or optionally) during the year under audit and hence reporting under clause 3(x)(b)
of the Order is not applicable.
xi) a. According to the information and explanations given to us by the management, no
material fraud by the Company or on the Company by its officers or employees has been
noticed or reported during the year.
b. According to the information and explanations given to us, during the year and up to
the date of this audit report, no report under sub-section (12) of section 143 of the
Companies Act, 2013 has been filed in Form ADT-4 as prescribed under rule 13 of Companies
(Audit and Auditors) Rules, 2014 with the Central Government.
c. According to the information and explanations given to us, during the year there are
no whistle blower complaints received by the company during the year.
xii) In our opinion and according to the information and explanations given to us, the
Company is not a Nidhi Company. Accordingly, the provisions of clause 3(xii) of the Order
are not applicable to the Company.
xiii) According to the information and explanations given to us and based on our
examination of the records of Company, transactions with the related parties are in
compliance with section 177 and 188 of the Companies Act, 2013 and the details of such
transactions have been disclosed in the 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. We have considered the internal audit reports for the year under audit, issued to
the Company during the year and till date, in determining the nature, timing and extent of
our audit procedures.
xv) According to the information and explanations given to us and based on our
examination of the records of the Company, the Company has not entered into any non-cash
transactions with directors or persons connected with him. Accordingly, the provision of
clause 3 (xv) of the Order are not applicable to the Company.
xvi) a. The Company is duly registered under section 45 IA of the Reserve Bank of India
Act, 1934 and such registration has been obtained by the company.
b. According to the information and explanations given to us and based on our
examination of the records of the company, the Company has not conducted any Non-Banking
Financial or Housing Finance activities without obtained a valid Certificate of
Registration (CoR) from the Reserve Bank of India as per the Reserve Bank of India Act,
1934.
c. According to the information and explanations given to us and based on our
examination of the records of the company, the Company is not a Core Investment Company as
defined in the regulations made by Reserve Bank of India. Accordingly, the requirement to
report on clause 3(xvi)(c) of the Order is not applicable to the Company.
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 any cash loss during the current financial year but
incurred cash loss of Rs.17.76 lacs in the immediately preceding financial year. The
calculation of such cash losses is shown in Note 22 (j) of the accompanying financial
statements.
xviii) There has been resignation of the statutory auditors during the year, and we
have taken into consideration the issues, objections or concerns raised by the outgoing
auditors.
xix) 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, and our knowledge of the Board of Directors and management plans, we
are of the opinion that no material uncertainty exists as on the date of our audit report
that company is 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 its balance sheet date.
xx) a. According to the information and explanations given to us and based on our
examination of the records of the company, there are no unspent amounts that are required
to be transferred to a fund specified in Schedule VII to the companies Act (the Act), in
compliance with second proviso to sub section 5 of section 135 of the Act.
b. In our opinion, there are no unspent amounts in respect of ongoing projects, that
are required to be transferred to a special account in compliance of provision of sub
section (6) of section 135 of Companies Act.
|
For SRB & Associates |
|
Chartered Accountants |
|
Firm Reg. No.310009E |
|
Sunil Shah |
|
Partner |
Place: Kolkata |
M. No. 052841 |
Date: 30.05.2023 |
UDIN: 23052841BGUUYT3417 |
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 control over financial reporting of Lyons
Corporate Market Limited ("the Company") C.I.N.-
L74140WB1994PLC061497 as of and for the year ended 31 March 2023 in conjunction with
our audit of 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 ("ICAI"). 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 Act.
Auditors Responsibility
Our responsibility is to express an opinion on the companys internal financial control
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
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 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 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 internal financial controls system of the
Holding Company and its subsidiaries and associates.
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 31 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 ICAI.
|
For SRB & Associates |
|
Chartered Accountants |
|
Firm Reg. No.310009E |
|
Sunil Shah |
|
Partner |
Place: Kolkata |
M. No. 052841 |
Date: 30.05.2023 |
UDIN: 23052841BGUUYT3417 |
+91-9892691696
