TO THE MEMBERS OF
Asian Vegpro Industries Limited
Report on the Audit of the Standalone Financial Statements Qualified
Opinion
We have audited the accompanying standalone financial statements of Asian Vegpro Industries
Limited(the "Company"), which comprise the Balance Sheet as at March 31, 2022,
the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of
Changes in Equity and the Statement of Cash Flows for the year ended and notes to the
standalone Financial Statements including a summary of significant accounting policies and
other explanatory information (hereinafter referred to as the "standalone financial
statements").
In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid standalone financial statements give the information required
by the Companies Act, 2013 (the "Act") in the manner so required and give a true
and fair view in conformity with the Indian Accounting Standards prescribed under section
133 of the Act read with the Companies (Indian Accounting Standards) Rules,2015,as
amended, ("IndAS")and other accounting principles generally accepted in India,
of the state of affairs of the Company as at March 31,2022, and its profit and total
comprehensive income, changes in equity and its cash flows for the year ended on that
date.
Basis for Qualified Opinion
1. We draw attention to Note 11 for Other Current Assets which include Interest Free amounts
given to directors of Rs 32.82 Lakhs during the year, in the nature of loans and are
prejudicial to the interests of the company. These loans granted remain outstanding as on
31st March 2022.
2. We draw attention to Note 21 for Other Expenses whereby travelling expenses
of Rs 3.05 lakhs and repairs and maintenance expenses of Rs 6.05 lakhs are based on the
details provided by the Directors. We are unable to comment on the correctness of expenses
claimed as no supporting vouchers were made available to us.
3. We draw attention to Note 21 for Other Expenses whereby an amount of Rs 1.25 Lakhs
has been written off which pertains to previous years and are no longer realizable.
We conducted our audit of the standalone financial statements in accordance with the
Standards on Auditing ("SA"s) specified under section 143( 10) of the Act. Our
responsibilities under those Standards are further described in the Auditors
Responsibilities for the Audit of the Standalone Financial Statements section of our
report. We are independent of the Company in accordance with the Code of Ethics issued by
the Institute of Chartered Accountants of India ( ICAI ) together with the ethical
requirements that are relevant to our audit of the standalone financial statements under
the provisions of the Act and the Rules made thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the lCAIs Code of
Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to
provide a basis for our audit opinion on the standalone financial statements.
Information Other than the Financial Statements and Auditors Report I hereon
The Companys Board of Directors is responsible for the other information. The other
information comprises the information included in the Management Discussion and Analysis,
Board s Report including Annexures to Boards Report, Chairmans report Corporate
Governance and Shareholders Information, but does not include the standalone financial
statements and our auditors report thereon.
Our opinion on the standalone financial statements does not cover the other information
and we do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our respect to
other information identified above and, in doing so, consider whether the other
information is materially inconsistent with the standalone 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 the other information, we are required to report that fact. We have
nothing to report in this regard.
Managements Responsibilities for the Standalone Financial Statements
The Companys Board of Directors is responsible for the matters stated in section
134(5) of the Act with respect to the preparation of these standalone financial statements
that give a true and fair view of the financial position, financial performance, including
other comprehensive income, changes in equity and cash flows of the Company in accordance
with the Ind AS and other accounting principles generally accepted in India. This
responsibility also includes maintenance of adequate accounting records in accordance with
the provisions 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 judgments and estimates that are reasonable and prudent; and
design, implementation and maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the standalone financial
statements that give a true and fair view and are free from material misstatement, whether
due to fraud or error.
In preparing the standalone financial statements, management is responsible for
assessing the Companys ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the Companys standalone
financial reporting process.
Auditors Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone
financial statements as a \\ hole arc tree from material misstatement, \\ hcther 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 w hen it exists.
Misstatements can arise from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably he expected to in lucnce the economic decisions
of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
• 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. I he risk of not detecting a material misstatement
resulting from fraud is higher than lor one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.
• Obtain an understanding of internal standalone financial control relevant to the
audit in order to design audit procedures that arc appropriate in the circumstances. Under
section 143(3)(i)ol the Act, we are also responsible for expressing our opinion on whether
the Company has adequate interna 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 the management.
• Conclude on the appropriateness of managements use o 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.
Materiality is the magnitude of misstatements in the standalone financial statements
that, individually or in aggregate, makes it probable that the economic decisions of a
reasonably knowledgeable user of the standalone financial statements may be influenced. We
consider quantitative materiality and qualitative factors in(i) planning the scope of our
audit work and in evaluating the results of our work; and (ii) to evaluate the effect of
any identified misstatements in the standalone financial statements.
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. 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 theretore 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
e 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 Companies Act, 2013, we give in the ‘Annexure A a statement on the matters
specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the
Company so far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive
Income, the Statement of Changes in Equity and the Cash Flow Statement dealt with by this
Report are in agreement with the books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Ind
AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014.
(e) On the basis of the written representations received from the directors as on 31 st
March, 2022 taken on record by the Board of Directors, none of the directors is
disqualified as on 31 st March, 2022 from being appointed as a director in terms of
Section 164(2) of the Act.
(f) Since the Companys turnover as per last audited financial statements is less than
Rs 50 Crores and its borrowings from banks and financial institutions at any time during
the year is less than Rs 25 Crores, the Company is exempted from getting an audit opinion
with respect to the adequacy of the internal financial controls over financial reporting
of the company and the operating effectiveness of such controls vide notification dated
June 13, 2017 III(g) With respect to the other matters to be included in the Auditors
Report in accordance with the requirements of section 197(16) of the Act as amended in our
opinion and to the best of our information and according to the explanations given to us
the remuneration paid by the Company to its directors during the year is in accordance
with the provisions of section 197 of the Act.
(h) With respect to the other matters to be included in the Auditors Report in
accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014 as amended, in
our opinion and to the best of our information and according to the explanations given to
us:
i. The Company has disclosed the impact of pending litigations on its financial
position in its standalone financial statements
ii. The Company has made provision, as required under the applicable law or accounting
standards, for material foreseeable losses, if any, on long-term contracts including
derivative contracts.
iii. There were no amounts which were required to he transferred to the Investor
Education and Protection Fund by the Company during the year ended 31st March, 2022.
iv. (a) The Management has represented that to the best of its knowledge and belief as
disclosed in the notes to the accounts 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
pcrson(s) or entity(ies) including foreign entities ("Intermediaries") with the
understanding whether recorded in writing or otherwise that the Intermediary shall
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 as
disclosed in the notes to accounts no funds (which are material either individually or in
the aggregate) have been received by the Company from any person(s) or entity(ies)
including foreign entities ("Funding Parties") with the understanding whether
recorded in writing or otherwise that the Company shall 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 has 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(c) as provide under (a) &(b)
above contain any material mis-statement.
v. The dividend declared or paid during the year by the company is in compliance with
Section 123 of the Act.
3. 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
"Annexurc B" a statement on the matters specified in paragraphs 3 and 4 of the
Order.
For M. B. Agrawal & Co.
Chartered Accountants
(Firms Registration No.l00137W)
Leena Agrawal
Partner
Membership No.061362)
Place: Mumbai
Date: 30,h May, 2022
UD1N: 22061362AJXJCM62U
ANNEXURE ‘A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1 under ‘Report on Other Legal and Regulators
Requirements section of our report to the Members of Asian Vegpro Industries Limited of
even date t
With reference to the Annexure A referred to in the Independent Auditors Report to the
members of the Company on the standalone financial statements for the year ended 31 March
2022, we report the following:
i. a. (A) The Company has maintained proper records showing ftill particulars,
including quantitative details and situation of Property, Plant and Equipment and Capital
work- in- progress.
(B) The Company has maintained proper records showing full particulars of intangible
assets.
b. The Company has a program of verification to cover all the items of Property, Plant
and
Equipment and Capital work- in-progress in a phased manner which, in our opinion, is
reasonable having regard to the size of the Company and the nature of its assets. Pursuant
to the program, certain fixed assets were physically verified by the management during the
year. According to the information and explanations given to us, no material discrepancies
were noticed on such verification.
c. According to the information and explanations given to us, the records examined by
us, we report that, the title deeds, comprising all the immovable properties of land and
buildings (other than the properties where the company is the lessee and the lease
agreements are duly executed in favour of the company) disclosed in the standalone
financial statements included in Property, Plant and Equipment and capital
work-in-progress are held in the name of the company as at balance sheet date.
No pledge has been created on Immovable properties of land & buildings based on the
confirmation received from the management
d. According to the information and explanations given to us the Company has not
revalued any of its Property Plant and Equipment (including Right of Use assets) or
intangible assets during the year.
e. To the best of our knowledge and according to the information and explanations given
to us no proceedings have been initiated during the year or are pending against the
Company as at March 31 2022 for holding any benami property under the Benami Transactions
(Prohibition) Act 1988 (as amended in 2016) and rules made thereunder.
ii. Based on examination of the books and records of the Company, the Company does not
have any inventory during the year and hence reporting under clause ii (a) and (b) of the
order is not applicable
iii. The Company has provided loans during the year and the outstanding balance of
loans as at March 31, 2022 are given below:
B. Balance outstanding as at balance sheet date respect of above cases*
The company has not provided any guarantee or security to any other entity during the
year.
The above loans granted by the company have been given without specifying any repayment
terms and are Interest Tree. Accordingly in our opinion these loans given by the company
to are prejudicial to the interests of the company
iv. According to the information and explanations given to us, the Company has not
complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect
of loans granted, investments made and guarantees, and securities provided, as applicable.
The Company has given amounts to its Directors of Rs. 32.82 Lakhs in the nature of loans
which arc Interest Free and arc prejudicial to the interests of the company
v. According to the information provided to us, the Company has not accepted deposits
from public as defined according to the provisions of Section 73 to 76 of the Companies
Act, 2013 and Rules framed thereunder or amounts which are deemed to be deposits.
Accordingly, clause 3(v) of the Order is not applicable.
vi. The maintenance of cost records has not been specified by the Central Government
under section 148(1) of the Act for business activities carried out by the Company. Thus
reporting under clause 3(vi) of the Order is not applicable to the Company.
vii. According to the information and explanations given to us, in respect of statutory
dues:
a. The Company docs not have liability in respect of Service tax, Duty of excise, Sales
tax and Value added tax during the year since effective I July 2017, these statutory dues
has been subsumed into Goods and Services fax ("GST")
According to the information and explanations given to us and on the basis of our
examination of the records of the Company, in our opinion amounts deducted/accrued in the
books of accounts in respect of undisputed statutory dues including GST, Provident fund,
Employees State Insurance, Income-Tax, Duty of Customs, Cess and other statutory dues
have been generally regularly deposited by the Company with the appropriate authorities
with delays on some instances. According to the information and explanations given to us,
no undisputed amounts payable in respect of GST, Provident fund, Employees State
Insurance, Income-Tax, Duty of Customs, Cess and other material Statutory dues were in
arrears as at 31st March 2022 for a period more than 6 months from the date
they became payable
b. According to the information and explanation given to us and records examined by us,
there are no amounts which arc not deposited on account of any dispute. Accordingly,
clause (vii)(b) is not applicable to the Company.
viii. According to the information and explanations given to us, there were no
transactions relating to previously unrecorded income that were surrendered or disclosed
as income in the tax assessments under the Income Tax Act 1961 during the year.
ix. a. In our opinion and according to the information and explanations given to us,
the company has not defaulted in repayments of any loans or borrowings or in the payment
of interest thereon to financial institutions, banks, and Government or debenture holders.
b. According to the information and explanations given to us the company has not been
declared wilful defaulter by any bank or financial institution or government or any
lender.
c. Based on our examination of books and records of the Company, the Company has not
applied for any Term Loans. Accordingly reporting under clause ix (c) is not applicable.
d. On an overall examination of the standalone financial statements of the Company
funds raised on short-term basis have prinia facie not been used during the year for
long-term purposes by the Company.
e. The Company has not taken any funds from any entity or person on account of or to
meet the obligations of its subsidiaries, joint venture or associates.
f. According to the information and explanation given to us the Company has not raised
loans during the year on the pledge of securities held in its subsidiaries, joint venture
or associate companies.
x. a. According to the information and explanation given to us the Company has not
raised any moneys by way of initial public offer or further public offer (including debt
instruments) during the year. Accordingly, clause 3(x)(a) of the Order is not applicable.
b. According to the information and explanations given to us and on the basis of our
examination of the records of the Company, the Company has not made any preferential
allotment or private placement of shares or fully or partly convertible debentures during
the year. Accordingly, clause 3(xJ(b) of the Order is not applicable.
xi. a. Based on examination of the books and records of the Company and according to
the information and explanations given to us, considering the principles of materiality
outlined in the Standards on Auditing, we report that no fraud by the Company or on the
Company has been noticed or reported during the course of the audit, nor have we been
informed of any such case by the management.
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 the information and explanations given to us, there has been no whistle
blower complaints received by the Company. Accordingly, clause 3 (xi)(c) of the Order is
not applicable to the Company.
xii. According to the information and explanations given to us, the Company is not a
Nidhi Company and hence reporting under 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 Indian Accounting Standards
xiv. (a) In our opinion the Company has an adequate internal audit system commensurate
with size and nature of its business
(b) The Company did not have an internal audit system for the period under audit.
xv. In our opinion and according to the information and explanations given to us,
during the year the Company has not entered into any non-cash transactions with its
Directors or persons connected to its directors and hence provisions of section 192 of the
Companies Act, 2013 are not applicable to the Company.
xvi. a. The Company is not required to be registered under section 45-1A of the Reserve
Bank of India Act, 1934. Accordingly, clause 3(xvi)(a) and 3(xvi)(b) of the Order are not
applicable.
b. The Company is not a Core Investment Company (CIC) as defined in the regulations
made by the Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order is not
applicable.
c. Accordingly to the information and explanations provided to us during the course of
audit, the Group does not have any CIC. Accordingly, the requirements of clause 3(xvi)(d)
of the Order is not applicable.
xvii. The Company has incurred cash losses of Rs 5.68 Lakhs in the current and the
Company has not incurred any cash losses in the immediately preceding financial year.
xviii. There has been no resignation of the statutory auditors during the year.
Accordingly, clause 3(xviii) of the Order is not applicable.
xix. According to the information and explanations given to us and on the basis of the
financial ratios, ageing and expected dates of realization of financial assets and payment
of financial liabilities other information accompanying the standalone financial
statements, our knowledge of th Board of Directors and management plans and based on our
examination of the evidence supporting the assumptions, nothing has come to our attention,
which causes us to believe that any material uncertainty exists as on the date of the
audit report that the Company is not capable of meeting its liabilities existing at the
date of balance sheet as and when they fall due within a
xx. In our opinion and according to the information and explanations given to us there
is an accounting.
xi. The Company does not have any holding, subsidiary, associate, or joint venture as
at year end in India. Accordingly, clause 3(xxi) of the Order is not applicable to the
Company.
For M. B. Agrawal & Co.
Chartered Accountants
(Firms Registration No.100137W)
Leena Agrawal
Partner
Membership No.061362)
Place: Mumbai
Date: 30th May, 2022
UDIN: 22061362AJXJCM6211
+91-9892691696
