To the Shareholders of
M/s Panabyte Technologies Limited
(Formerly Known as Panache Innovations Limited)
We have audited the accompanying Ind AS financial statements of M/s Panabyte
Technologies Limited (Formerly Known as Panache Innovations Limited), (the
"Company"), which comprise the Balance Sheet as at March 31, 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 a summary of
significant accounting policies and other explanatory information (Hereinafter referred to
as the "Financial Statements").
Opinion
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 (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,
("Ind AS") and other accounting principles generally accepted in India, of the
state of affairs of the Company as at March 31, 2023 and its Loss, total comprehensive
income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the financial statements 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 Ind AS 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 Ind AS Financial Statements under the provisions of
the Companies Act, 2013 and the Rules made thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the ICAIs 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 financial statements.
Emphasis of Matters
We draw attention towards the Note No. 1(8) of the General Notes to Accounts of
Financial Statements.
"On January 5, 2023, an incidence of fire occurred at one of the warehouse of the
company located at Bhiwandi, Thane. This incident led to damage of certain property, plant
and equipment, inventory and interrupted business. The company has insurance cover against
the damaged inventories. The company has lodged claim of this incident with the insurance
company, which is under process. The company has estimated and recognized an initial loss
of Rs. 157.83 Lakhs on account of damage to plant, property & equipment &
inventory and has recognized insurance claim receivable to the extent of Rs. 125.00 Lakhs.
The aforementioned loss & corresponding credit arising from insurance claim has been
presented as net loss of Rs. 32.83 Lakhs under Exceptional items in the above result for
the year ended March 31, 2023."
Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters (KAM) are those matters that, in our professional judgment, were of
most significance in our audit of the financial statements of the current period. These
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 Financial Statements and Auditors Report
The Board of Directors of the Company is responsible for the preparation of other
information. The other information comprise the information included in the Management
Discussion and Analysis, Boards Report including Annexures to Boards Report, Business
Responsibility Report, Corporate Governance and Shareholders Information, but does not
include the financial statements and our auditors report.
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 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 Financial Statements
The Companys Board of Directors are responsible for the matters stated in section
134(5) of the Companies Act, 2013 (the "Act") with respect to the preparation of
these financial statements that give a true and fair view of the financial position,
financial performance, total comprehensive income, cash flows and changes in equity of the
Company including its joint operation companies in accordance with the Ind AS and
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 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.
The Board of Directors is also responsible for overseeing the Companys financial
reporting process.
Auditors Responsibility for the Audit of the Financial Statements
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 financial 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 systems 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 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.
• Obtain sufficient appropriate audit evidence regarding the financial information
of the Company and its joint operations to express an opinion on the financial statements.
We are responsible for the direction, supervision and performance of the audit of the
financial statements of such entities included in the financial statements.
Materiality
Materiality is the magnitude of misstatements 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 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 financial statements.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors Report) Order, 2020 issued by the Central
Government of India in terms of Section 143(11) of the Companies Act, 2013, we enclose
herewith; ‘Annexure– A, a statement on the matters specified in paragraphs 3
and 4 of the said 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 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 Balance Sheet, the Statement of Profit and Loss including Other Comprehensive
Income, 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 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 31st March 2023, and taken on record by the Board of Directors,
none of the directors is disqualified as on 31st March 2023, from being
appointed as a director in terms of Section 164(2) of the Companies Act, 2013; and f. Our
Opinion on the adequacy of the Internal Financial Controls of the company over the
financial reporting and the operating effectiveness of such controls has been given by us
in a separate report in ‘Annexure-B. g. 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
explanations given to us: (i) The Company has disclosed that there are no pending
litigations which would impact its financial statements. (ii) The Company did not have any
long-term contracts for which there were any material foreseeable losses; (iii) The
Company is not required to transfer any amount to the Investor Education and Protection
Fund by the Company.
For KPB & Associates Chartered Accountants [FRNo. 114841W]
(Partner)
(CA Ketan N. Gada) (Membership No 106451) Place: Mumbai Date: 30.05.2023 UDIN:
23106451BGQXKV2319
ANNEXURE - A TO THE AUDITORS REPORT FOR THE Y. E. 31ST MARCH, 2023
(Referred to in Paragraph (1) of our Report of even date)
Report on the matters specified in paragraphs 3 and 4 of the Companies (Auditors
Report) Order, 2020 issued by the Central Government of India in terms of Section 143(11)
of the Companies Act, 2013
We report that:
(i) According to the information and explanations given to us and on the basis of our
examination of the records of the Company we are of the opinion that, in respect of
Property, Plant and Equipment and Intangible Assets:
(a) (A) The company has maintained proper records showing full particulars, including
quantitative details and situation of Property, Plant and Equipment and relevant details
of right –of-use assets;
(B) The company has maintained proper records showing full particulars of intangible
assets;
(b) As explained to us, Property, Plant and Equipment have been physically verified by
the management at reasonable intervals; no material discrepancies were noticed on such
verification.
(c) There is no immovable properties held by the company.
(d) The company has not revalued its Property, Plant and Equipment (including Right of
Use assets) or intangible assets or both during the year.
(e) There are no proceedings 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) According to the information and explanations given
to us and on the basis of our examination of the records of the Company we are of the
opinion that,
(a) physical verification of inventory has been conducted at reasonable intervals by
the management with appropriate procedures and no material discrepancies were noticed on
such verification.
(b) The Company has not been sanctioned working capital limits in excess of five crore,
in aggregate, at any points 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) The Company has not provided guarantee or security or granted any loans or
advances in the nature of loans, secured or unsecured, to companies, firms, limited
liability partnerships or any other parties during the year ended March 31, 2023.
a) A) Since the Company has not provided guarantee or security or granted any loans or
advances in the nature of loans, secured or unsecured, to its subsidiary, joint venture
and associate during the year ended March 31, 2023. Hence, Reporting under clause
3(iii)(a)(A) 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, total loan amount granted during the year is
Rs. NIL and balance outstanding at on 31.03.2023 is Rs. 303.62 Lakhs with respect to such
loans or advances given to the Company;
b) According to the information and explanations given to us and on the basis of our
examination of the records of the Company we are of the opinion that, the investments
made, guarantees provided, security given and the terms and conditions of the grant of all
loans and advances in the nature of loans and guarantees provided are not prejudicial to
the companys interest;
c) According to the information and explanations given to us and on the basis of our
examination of the records of the Company we are of the opinion that, in respect of loans
and advances in the nature of loans, the schedule of repayment of principal and payment of
interest has been stipulated and the repayments or receipts are not regular;
d) According to the information and explanations given to us and on the basis of our
examination of the records of the Company we are of the opinion that, in respect of loans
granted by the company, there are some amounts overdue for more than ninety days which
casts to aggregate amount of Rs. 302.62 Lakhs remaining outstanding as on balance sheet
date.
e) According to the information and explanations given to us and on the basis of our
examination of the records of the Company we are of the opinion that, no loan or advance
in the nature of loan granted which has fallen due during the year, has been renewed or
extended or fresh loans granted to settle the overdues of existing loans given to the same
parties.
f) According to the information and explanations given to us and on the basis of our
examination of the records of the Company we are of the opinion that, the company has
granted any loans or advances in the nature of loans either repayable on demand or without
specifying any terms or period of repayment. Hence, Reporting under clause 3(iii)(f) is
not applicable.
(iv) According to the information and explanations given to us and on the basis of our
examination of the records of the Company, the Company in respect of loans, investments,
guarantees, and security has complied with the provisions of sections 185.
In respect of grant of loans, making investments and providing guarantees and
securities during the year as referred in Section 186 of the Companies Act, 2013, the
company has failed to comply with this provision of the Act, as
1) Any prior approval from Banks / Public Financial Institution viz. Canara Bank is not
on the record:
| Name of the Entity |
As at 31st March, 2023 |
Nature of Assistance |
Purpose for which Loan/ Guarantee is proposed to be utilized by
Recipient |
| Karrm Warehousing Private Limited |
Rs. 299.56 Lakhs |
Inter Corporate Loan |
Short Term Working Capital |
| Sure Horizon Softtech End2End Solution Pvt Ltd |
Rs. 1.88 Lakhs |
Inter Corporate Loan |
Short Term Working Capital |
| Greatmoon Trading Pvt Ltd |
Rs. 1.18 Lakhs |
Inter Corporate Loan |
Short Term Working Capital |
| Neer Green Pvt Ltd |
Rs. 3.31 Lakhs |
Inter Corporate Loan |
Short Term Working Capital |
(v) According to the information and explanations given to us and on the basis of our
examination of the records of the Company we are of the opinion that, the, Company has not
accepted deposits, hence clause 3 (v) of the Order is not applicable to the Company;
(vi) According to the information and explanations given to us and on the basis of our
examination of the records of the Company we are of the opinion that, the Central
Government has not prescribed the maintenance of cost record under sub- section (1) of
section 148 of the Companies Act;
(vii) (a)According to the information and explanations given to us, the Company is
generally regular in depositing undisputed statutory dues including Provident fund,
Employees State Insurance Corporation, Income tax, VAT, CST, Custom duty, Cess, GST and
any other statutory dues with the appropriate authorities during the year.
There were no undisputed amounts payable in respect of such statutory dues were
outstanding, as on 31st March, 2023 for a period of more than six months from the date
they became payable except for following:
| SR NO |
NATURE OF DUES |
AMOUNT |
| 1. |
Tax deducted at Source |
Rs. 4.53 Lakhs |
| 2. |
Provident Fund |
Rs. 0.33 Lakhs |
(b) According to the information and explanations given to us and on the basis of our
examination of the records of the Company, there are no statutory dues referred to in
sub-clause (a) which have not been deposited on account of any dispute.
(viii) There are no transactions not recorded in the books of account which have been
surrendered or disclosed as income during the year in the tax assessments under the Income
Tax Act, 1961 (43 of 1961), hence clause 3 (viii) of the Order is not applicable;
(ix)
(a) The Company has not defaulted in repayment of loans or other borrowings or in the
payment of interest thereon to any lender;
(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 wilful defaulter by any
bank or financial institution or other lender;
(c) Term loans were applied for the purpose for which the loans were obtained;
(d) Funds raised on short term basis have not been utilised for long term purposes;
(e) According to the information and explanations given to us and on an overall
examination of the 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, associates or joint ventures;
(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, joint ventures or associate companies;
(x)
(a) The Company has not raised money by way of initial public offer or further public
offer (including debt instruments) during the year, hence clause 3 (x) of the Order is not
applicable to the Company;
(b) The Company has not made any preferential allotment or private placement of shares
or convertible debentures (fully, partially or optionally convertible) during the year,
hence clause 3 (x)(b) is not applicable to the Company; (xi) (a) According to the
information and explanations given to us, no fraud by the Company or any fraud on the
Company has been noticed or reported during the year;
(b) According to the information and explanations given to us, there has been no fraud
committed by the employees or the officers of the company, against the company and hence
No report under sub-section (12) of section 143 of the Companies 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) As represented to us by the management, there are no whistle-blower complaints
received by the Company during the year; hence clause 3 (xi)(c) is not applicable to the
Company;
(xii) In our opinion and according to the information and explanations given to us, the
Company is not a nidhi Company, hence clause 3 (xii) of the Order is not applicable;
(xiii) According to the information and explanations given to us and based on our
examination of the records of the Company, all transactions with the related parties are
in compliance with sections 177 and 188 of Companies Act where applicable and the details
have been disclosed in the financial statements, etc., as required by the applicable
accounting standards;
(xiv) (a) We are unable to comment whether the Company has an internal audit system
which is commensurate to the size and nature of its business as the internal audit reports
were not made available to us;
(b) We were not able to consider the internal audit reports for determining the nature,
timing and extent of our audit procedures for the period ended 1st April, 2022
to 31st March, 2023 as the same were not made available to us by the company.
(xv) According to the information and explanations given to us, the company has not
entered into any non-cash transactions with its directors or persons connected with them,
hence clause 3 (xv) of the Order is not applicable;
(xvi) The Company is not a Core Investment Company (CIC) and also not required to be
registered under section 45-IA of the Reserve Bank of India Act, 1934, hence clause 3
(xvi) of the Order is not applicable;
(xvii) The Company has incurred cash losses of Rs. 43.48 Lakhs in the current financial
year and no cash losses in the immediately preceding financial year;
(xviii) During the year, there has been no resignation of the statutory auditors. There
are no concerns, issues or objections raised by the outgoing auditor who has been retired
by rotation;
(xix) According to the information and explanations given to us and 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, our
knowledge of the Board of Directors and management plans and based on our examination of
the evidence supporting the assumptions, nothing has come to our attention, which causes
us to believe that any material uncertainty exists as on the date of the audit report that
the 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) Corporate Social Responsibility provisions are not applicable to Company and hence
clause 3 (xx) of the Order is not applicable;
(xxi) The reporting under Clause 3(xxi) of the Order is not applicable in respect of
audit of Financial Statements. Accordingly, no comment in respect of the said clause has
been included in this report.
For KPB & Associates Chartered Accountants [FRNo. 114841W]
(Partner)
(CA Ketan N. Gada) (Membership No 106451)
Place: Mumbai Date: 30.05.2023
UDIN: 23106451BGQXKV2319
ANNEXURE -B TO THE AUDITORS REPORT FOR THE Y. E. 31ST MARCH, 2023
(Referred to in Paragraph (2)(f) of our Report of even date)
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section
143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial reporting of Panabyte
Technologies Limited (Formerly Known As Panache Innovations Limited) ("the
Company") as of 31st March 2023 in conjunction with our audit of the Ind AS financial
statements of the Company for the year ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys management is responsible for establishing and maintaining internal
financial controls based on the internal control over financial reporting criteria
established by the Company considering the essential components of internal control stated
in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting
issued by the Institute of Chartered Accountants of India. These responsibilities include
the design, implementation and maintenance of adequate internal financial controls that
were operating effectively for ensuring the orderly and efficient conduct of its business,
including adherence to companys policies, the safeguarding of its assets, the prevention
and detection of frauds and errors, the accuracy and completeness of the accounting
records, and the timely preparation of reliable financial information, as required under
the Companies Act, 2013.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial
controls over financial reporting based on our audit. We conducted our audit in accordance
with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting
(the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed
to be prescribed under section 143(10) of the Companies Act, 2013, to the extent
applicable to an audit of internal financial controls, both applicable to an audit of
Internal Financial Controls and, both issued by the Institute of Chartered Accountants of
India. Those Standards and the Guidance Note require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and
maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of
the internal financial controls system over financial reporting and their operating
effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and evaluating the design
and operating effectiveness of internal control based on the assessed risk. The procedures
selected depend on the auditors judgment, including the assessment of the risks of
material misstatement of the Ind AS financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the Companys internal financial controls system
over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A companys internal financial control over financial reporting is a process designed
to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A companys internal financial control over financial
reporting includes those policies and procedures that: (1) Pertain to the maintenance of
records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company;
(2) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of Ind AS financial statements in accordance with generally accepted
accounting principles, 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
unauthorized acquisition, use, or disposition of the companys assets that could have a
material effect on the Ind AS financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial
reporting, including the possibility of collusion or improper management override of
controls, material misstatements due to error or fraud may occur and not be detected.
Also, projections of any evaluation of the internal financial controls over financial
reporting to future periods are subject to the risk that the internal financial control
over financial reporting may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal
financial controls system over financial reporting and such internal financial controls
over financial reporting were operating effectively as at 31st March 2023,
based on the internal control over financial reporting criteria established by the Company
considering the essential components of internal control stated in the Guidance Note on
Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of
Chartered Accountants of India.
For KPB & Associates Chartered Accountants [FRNo. 114841W]
(Partner)
(CA Ketan N. Gada) (Membership No 106451) Place: Mumbai Date: 30.05.2023 UDIN:
23106451BGQXKV2319
+91-9892691696
