Nityas Gems & Jewellery Ltd Auditor Reports

<dhhead> INDEPENDENT AUDITORS’ REPORT </dhhead>

 

To.

The Members.

Nltyas Gems and Jewellery Private Limited

Surat

Report on Audit of the Financial Statements for financial year 2023*24 Opinion

We have audited the accompanying financial statements of Nltyas Gems and Jewellery Private Limited ("the Company"), which comprise the balance sheet as at March 31 ?*, 2024. and the Statement of Profit and Loss for the year ended and notes to the financial statements, including a summary of significant accounting policies and other explanatory information (collectively referred to as ’Financial Statements).

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 Companies Act. 2013 (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 31 ** March, 2024. its profit/loss, (changes in equity)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 Auditor’s Responsibilities tor 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 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.

Other Information

Information other than the financial statements and auditors’ report thereon

The Companys board of directors is responsible for the preparation of the other information. The other information comprises the information included in the Boards Report including Annexures to Boards Report. Business Responsibilit^*5xr^_ but does not include the financial statements and our auditor’s report thd&ofi’.

Our opinion on the financial statements does nof 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 !o report in this regard.

Responsibilities of Management and Those Charged with Governance for the Financial Statements

The Companys board cf directors is responsible for the matters stated in section 134 (5) of the Act with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the accounting standards 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 defecting frauds and olher 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 financial statement 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 Company’s ability to continue as o 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.

The boards of directors are also responsible for overseeing the Company’s financial reporting process.

Auditors responsibilities for the Audit of the Financial Statements

Our objectives are obtain reasonopie assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error and to issue on auditor’s report that includes our opinion. Reasonable assurance is a high level is not a guarantee that an aucll conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from are considered material if indiv dually or in the aggregate. they#f^0TareJs^^ablY be expected to influence the economic decisions of users

these financial statements.

As part of an audii in accordance with SAs, we exercise professional judgment and maintain professional skepticism througnout 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 oasis 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 thal are appropriate in the circumstances. Under section 143(3] (i) of rne 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 mode 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 auditor’s 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. inouding the disclosures, ana wnether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatemenrs in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quant.tative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our to

evaluate the effect of any identified misstatements in the financial result.

We communicate with those charged with governance regarding matters, the planned scope and timing of the audit and findings, including any significant deficiencies in internal during our audit.

We also orovide 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 whh 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 ou? cauditors 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 sucn 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 in terms of Section 143(1 I) of the Act, we give in "Annexure A" o 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 oeen kepi by the Company so for as it appears from our examinalion of those books.

c) The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with cy this Report are in agreement with the books of account.

a) In our opinion, the aforesaid Financial Statements comply with the Accounting Standards 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 31March. 2024 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March. 2024 from being appointed as a director in terms of Section 164(2) of the Act.

f) With respect to the other matters to be included in the

accordance with the requirements of section 197{16)

amended:

in our opinion and to the best of our information and according to the explanations given to us, the Company is a Private Limited Company and hence provisions of Section 197 of the Act are not applicable to the Company.

g) With respect to the adequacy of the internal financial controls with reference to the financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls with reference to the financial statements.

h) With respect to the other matters to be included in the Auditors Report in accordance with Rule I I of the Companies (Audit and Auditors) Rules 2014. in our opinion and fo the best of our information and according to fhe explanations given to us:

i) The Company does not have any penamg litigations which would impact its financial position other than those mentioned in notes to accounts.

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 lo be transferred to the investors Education and Protection Fund by the Company.

iv) (a)As per the information and explanation given to us by the

management no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any olher sources or kind of funds) by the company to or in any other person or ent-ty, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in otl er 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 fhe Ultimate Beneficiaries;

(b)As per the information and explanation given to us by the management, no funds have been received by the company from any person or entity, incluaing foreign enfilies ("Funding Parties"), with the understanding, whether ecorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in whatsoever by or on behalf of the Funding Beneficiar es") or provide any guarantee. behalf of the Ultimate Beneficiaries: and \P* )

(c)On the basis of above representations, nothing has come to our notice that hos caused us to believe that the above representations contained any material mis-statement.

vj The Company has nor declared or paid any dividend during the year.

vi) Based on our examination which included test checks, except for

instance mentioned below, the Company, in respect of financial year commencing on i April 2023, has used an accounting software for maintaining its books of account which has a feature of recording audit troi (edit logJ facility and the same has been operated throughout the year for all relevant transactions recorded in the software. Purthe during the course of our audit we did not come across any instance of audit trail feature being tampered with, other than the consequential impact of the exception given below:

Nature of exception noted:	Details of Exception:
Instances of accounting software for maintaining books of account for which the feature of recording audit trail (edit log) facility was not operated throughout the year for all relevant transactions recorded in the software.	The audit trail feature was not enabled at the database level for accounting software to log any direct data changes, used for maintenance of all accounting records by the Company.

 

ANNEXURE-A TO INDEPENDENT AUDITORS REPORT

Annexure referred ro in paragraph 1 under the ‘Report on Other Legal and Regulatory

Requirements of our report to the members of Nityas Gems and Jewellery Private Limited [‘the

Company) for the year ended on March 31, 2024.

We report that:

i. In respect of its Property. Plant & Equipment:

(a) (A) The Company is maintaining proper records showing full particulars and

Situation of Property. Riant & Equipment;

(B) The Company is maintaining proper records showing full particulars of intangible assets Company does not hold any intangible assets in the books.

fb) The Company has. a regular programme of physical verification of fixed assets which is. in our opinion reasonable having regard fo the size of the Company and the nature of its assets. In accordance with this programme, certain fixed assets have been physically verified by the management during the year and no material discrepancies have been noticed on such verification;

(c) As per the information and explanation given to us by Ihe management, the title deeds of Ihe immovable properties as disclosed in Property. Plant & Equipment (Notes to the Financial Statements) are held in the name of the Company:

(d) As per the information and explanation given to us by the management, the Company has not revalued its Property. Plant and Equipment (including Right of Use assets) or intangible assets or both during Ihe year and hence provisions of Clause 3(i)(d) of the Order are not applicable to the Company:

(e) As per the information and explanation given to us by the management, no proceedings have been initiated or are pending against the Company for holding any benami properly under the Benami Transactions (Prohibition) Act. 1988 (45 of 1988) and rules made thereunder and hence Divisions of Clause 3{i)(e) of the Order are not applicable to the Company.

ii. In respect of its inventories:

(a) The inventory has been physically verified during the year by the management. In our opinion, the frequency of verification is reasonable. We hove not received stock statement ‘ill date of singing this audit report and therefore we are unable to give any opinion on the same.:

(b) As per Ihe information and explanation given fo us by the management the

Company has availed working capital facility from bank on of Current assets. Further, the quarterly returns or slock siatements^ftj5^?^fi bank have not been provided by company fo us so we are on such clause as on the reporting date.

lii. According to the information and explanations given to us, not

granted any loans, secured or unsecured to any company, firi^^f^02Kfebility

Partnership o other parties covered in the register maintained under Section 189 of me /vci. Accordingly the provisions of Clause 3 (iii) of me Order are not applicable to the Company.

iv. In our opinion and according to the information and explanations given to us. the Company has not provided any guarantee or security to the parties covered under Section 185. Hence, provisions of Clause 3(iv) of the aforesaid Order in this regard am not applicable to the Company.

Further, the Company nas complied with provision of Section 186 of the Act in respect of the loans granted & investments made by it.

v. In cur opinion and according to the information and explanations given to us, the Company has not accepted deposits or amounts which are deemed to be deposits from the public within the meaning of Sections73. 74. 75 and 76 of the Act and the Rules framed thereunder to the extent notified.

vi. In our opinion, os per Notification No. G.S.R.425 dated 30th June. 2014 by the Ministry of Corporate Affairs: nothing is prescribed regarding maintenance of cost records in the case of Jewellery Industries. Accordingly, paragraph 3(vi) of the Order is not applicable to the Company.

vii. (a) According to the records of the Company, the Company is generally regular In

depositing with appropriate authorities undisputed statutory dues including provident fund employees state insurance, income-tax. GST. sales tax, wealth tax. duty of customs, auty of excise, value added tax or cess and other statutory dues applicable to if:

Further, according to the information and explanations given to us. no undisputed amounts paycble in respect of provident fund, employees state insurance, income-tax. GST. sales tax. wealth tax, duty of customs, duty of excise, value added tax or cess and other statutory dues were outstanding, as at March 31. 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. there are no dues of income tax. GST. duty of customs, cess which nave not been deposited on account of any dispute.

viil. According to the information and explanations given to us. there are no transactions that are not recorded in the books of accounts and have been surrendered or disclosed as income during the year in the tax assessments under the Income lax Act. 1961.

ix. (a) Basea on our audit procedures and accoiding to the information and explanations given to us by the management, we are of the opinion that the Company has not defaulted in repayment of dues to financial institutions and bank;

(b) According to the information and explanations given to us. the company has not been declared defaulter by any bank or financial institution government or any government authority:

(c) According to the information and explanations given to us. term loans have been applied for the purpose for which it is taken;

(d) According to the information and explanations given to us. and the procedures performed by us, and on an overall examination of *he financial statements of the

Company, we report thal no funds raised on short-term basis have been used for long term aurposes by the company.

(e) The Company has not taken any tunas from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures;

(f) The Company has not raised any loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies.

x. (a) Based on our audit procedures and according to the information and

explanations given to us by the management, the Company has not raised any money by way of initial public offer or further public offer (Including debt instruments) and hence provisions of Clause 3(x)(a) of the Order are not applicable to the Company:

{b) fhe Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year under audit and hence provisions of Clause 3(x)b) o; the Order are not applicable to fhe Company

xi. During the course of our examination of the books and records of the Company carried out in accordance with the generally accepted auditing practices in India, and according to fhe information and explanations given to us. we have neither come acoss any instance of material fraud by the Company or on the Company noticed or reported during the year, nor have we been informed of any such case by the management. Clouse 3(xi)a) to (c) of the Order is. therefore, not applicable to the Company for the year under audit.

xil. The Company is not a Nidhi Company and theRules. 2014 are not applicable la the Company and hence previsions of Clause 3(xii) (a) to (c) ot the Order are not applicable to the Company.

xlii. The Company has entered into the transaction with the related parties in compliance with the provisions or the Section 188 of the Act. The details of such related party transactions have been disclosed in the financial statement as required under Accounting Standard 18, Related Party Disclosures specified under Section 133 of the Act, read with Rule 7 of Ihe Companies (Accounts) Rules. 2014.

xlv. In our opinion and based on our examination, the company is not required Infernal Audit under Sec 138 of the Companies Act. 2013 commensurate with the size and nature of its business;

xv. The Company has not entered into any non-cash transactions the persons connected with him and hence provisions of Clause 3(xv)j^?ieOrdfe^rap no’ applicable to the Company. \

xvi. (a) [he Company is not required to be registered Section 45-IA of the Reserve Bank of India Act. 193-4 and hence provisions of Clause 3xvi)(a) of the Order are not applicable to the Company;

(b) The company has not conducted any Non-Banking Financial or Housing Finance activities which requires the Company to obtain Certificate of Registration (CoRj from the Reserve Bonk of India as per the Reserve Bank of India Act 1934 and hence provisions of Clause 3(xvi)(b) of the Order are not applicable to the Company;

fc) The company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India and hence provisions of Clause 3(xvi)(c) of the Order are not applicable to the Company;

(d) The Group does not nave any ClC as part of the Group, and hence provisions of Clause 3(xvi)d) of the Order are not applicable to the Company.

xvll. The company has not incurred cash losses in the financial year 2023-24 and in Ihe preceding financial year 2022-23 Tor further Information please refer Cash Flow Statement.

xvlii. There has been no resignation of the statutory auditors during the year, and hence provisions of Clause 3(xviii) of the Order are not applicable to the Company.

xlx. According to the information and explanations given to us and on the basis of Ihe financial ratios ageing and expected dates of realization of financial assets ana payment of financial liabilities, other information accompanying the financial stoTement$. our knowledge ci ihe Boara of Directors and management plans ana based on our examination of the evidence supporting the assumptions and nothing has come to our attention, which causes us to believe that any material uncertainty exists as on tie 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 aare. We however, stale that this is not an assurance as to the future viability of the company. We further stole that our reporting is based on the facls 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. According to the information and explanations given to us, there were no amount remaining unspent under section (5) ot section 135 of Companies Acf. Accordingly, provisions of Clause 3(xx) [a) and (b) of the Order are not applicable to the Company

xxl. According to the information and explanations given to us. the Company need to prepare consolidated financial statements.

ANNEXURE - B TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to fn paragraph 3(f) under ‘Report on Other Legal and Regulatory Requirements* of our report of even date to the Members of Nityas Gems and Jewellery Private Limited).

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of sub- section 3 of Section M3 of the Companies Act, 2013 (the "Act*)

We have audited the internal financial controls over financial reporting of Nityas Gems and jewellery Private Limited (the "Company") as of March 31. 2024 in conjunction with our oudit of the financial statements of the Company for the year ended on that date.

Opinion

In our opinion, to the best of our information and according to the explanations given to us. the Company has. in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating e*fectivey as at March 31 2024. based on the criteria for internal financial control over financial reporting established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financ ai Controls Over Financial Reporting issued by the ICAI.

Managements Responsibility for Internal Financial Controls

The Management of the Company 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 ot India [the "ICAI"). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly ana 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 accovjnting records, and the timely preparation of reliable financial information, as required under the Act.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Company controls over financial reporting of the Company aml We

conducted our audit in accordance with the of

inlernal Financial Controls Over Financial Reporting [the issued by the ICAI and the Standards or Auditing prescribec11on

143(10) cf the Companies Act, 2013. to the extern applicable to an audit of infernal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements end 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 auait evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of infernal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a maerial weakness exists, and testing and evaluating the design and operating effectiveness of interna 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 thal the audit evidence we have obtained, is sufficienl and appropriate to provide a basis for our audit opinion on the Company’s 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 externa purposes in accordance with generally accepted accounting principles. A companys internal financial control over financial reporting includes those policies and procedures that:

() pertain to the maintenance of records thal. 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 perm I 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 ana directors of the company: and;

(3) provide reasonable assurance regarding prevention or timely defection cf unauthorized acquisition, use. or disposition of the company’s assets that couia nave a material effect on the financial statements.

Inheient Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal finaneover financial reporting, including the possibility of management override of controls, material to elrar or fraud moy occur and not be detected. Also of the internal financial controls over financial reporting

ore 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.