Independent Auditors Report for the Restated Financial Statements of PDP Shipping & Projects Limited
To,
The Board of Directors
PDP SHIPPING & PROJECTS LIMITED
A-606, Mahavir Icon, Plot nos. 89 & 90 Sector 15, CBD Belapur Navi Mumbai Mumbai City MH 400614 IN
Dear Sirs,
1. We have examined the attached Restated Financial Information of PDP Shipping & Projects Limited (the "Company" or the "Issuer"),comprising the Restated Balance Sheet for the period ended January 31, 2024 and for the financial years ended March 31, 2023, March 31, 2022 and March 31, 2021, the Restated Profit and Loss Statements and the Restated Cash Flow Statement for the period ended January 31, 2024 and for the financial years ended March 31, 2023, March 31, 2022 and March 31, 2021, the Summary Statement of Significant Accounting Policies and other explanatory information (collectively, the "Restated Financial Information"), as approved by the Board of Directors of the Company at their meeting held on 25th June 2024 for the purpose of inclusion in the Draft Prospectus ("DP") prepared by the Company in connection with its proposed Initial Public Offer of equity shares ("IPO") prepared in terms of the requirements of:
a) Section 26 of Part I of Chapter III of the Companies Act, 2013, as amended (the "Act");
b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended ("ICDR Regulations"); and
c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended (the "Guidance Note").
2. The Companys Board of Directors is responsible for the preparation of the Restated Financial
Information for the purpose of inclusion in the DP to be filed with the BSE Limited in connection with the proposed IPO. The Restated Financial Information have been prepared by the management of the Company on the basis of preparation stated in note 2B (ii) to the Restated Financial Information. The responsibility of the respective Board of Directors of the companies includes designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Financial Information. The respective Board of Directors are also responsible for identifying and ensuring that the Company complies with the Act, ICDR Regulations and the Guidance Note.
3. We have examined such Restated Financial Information taking into consideration:
a) The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter dated February 01, 2023 in connection with the proposed IPO of equity shares of the Issuer;
b) The Guidance Note. The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI;
c) Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Financial Information; and d) The requirements of Section 26 of the Act and the ICDR Regulations. Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR Regulations and the Guidance Note in connection with the IPO.
4. These Restated Financial Information have been compiled by the management from:
a) Audited financial statements for the period ending January 31, 2024 and for the years ended March 31, 2023, March 31, 2022 and March 31, 2021 prepared in accordance with AS as prescribed under Section 133 of the Act read with Companies (Accounting Standards) Rules 2006, as amended, and other accounting principles generally accepted in India, which have been approved by the Board of Directors at their meeting held on 25th June 2024.
5. For the purpose of our examination, we have relied on:
a) The reports issued by the Previous Auditors named SSRV & Associates (Partner i.e. Mr. Vishnu Kant Kabra) having FRN.135901W dated 22nd September 2022 and 30th November 2021 on the Indian GAAP financial statements of the Company for the year ended March 31, 2022 and March 31, 2021 respectively as referred in Paragraph 4 above.
6. Based on our examination and according to the information and explanations given to us, we report that the Restated Financial Information:
a) Have been prepared after incorporating adjustments, if any, for the changes in accounting policies, material errors and regrouping/ reclassifications retrospectively for the period ended January 31, 2024 and for the financial years ended March 31, 2023, March 31, 2022 and March 31, 2021 to reflect the same accounting treatment as per the accounting policies and grouping/ classifications followed as at and for the 10 months period ended January 31, 2024, if any;
b) Do not require any adjustment for modification as there is no modification in the underlying audit reports; and
c) Have been prepared in accordance with the Act, ICDR Regulations and the Guidance Note.
7. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
8. The Restated Financial Information do not reflect the effects of events that occurred subsequent to the dates of the report on audited financial statements mentioned in paragraph 4 above.
We have also examined the following other financial information relating to the Company prepared by the Management and as approved by the Board of Directors of the Company and annexed to this report relating to the Company for period ended January 31, 2024 and for the Financial Year ended March 31, 2023, March 31, 2022, and March 31, 2021 proposed to be included in the Offer Document for the proposed IPO.
Notes of Restated Financials of the Company | Note No. |
Restated Statement of Share Capital | Note 2 |
Restated Reserves and surplus | Note 3 |
Restated Short-term borrowings | Note 4 |
Restated Trade payables | Note 5 |
Restated Other current liabilities | Note 6 |
Restated Short-term provisions | Note 7 |
Property, Plant & Equipment | Note 8 |
Restated Deferred Tax Assets/ (Liabilities) | Note 9 |
Restated Long Term Loans and Advances | Note 10 |
Restated Other Non-Current Assets | Note 11 |
Restated Trade Receivables | Note 12 |
Restated Cash and cash equivalents | Note 13 |
Restated Short Term Loans & Advances | Note 14 |
Restated Other current Assets | Note 15 |
Restated Revenue from Operations | Note 16 |
Restated Other Income | Note 17 |
Restated Operating Expense | Note 18 |
Restated Employee benefits expense | Note 19 |
Restated Finance Costs | Note 20 |
Restated Depreciation and amortization expenses | Note 21 |
Restated Other Expenses | Note 22 |
Restated Earnings Per Share | Note 23 |
Related Party Disclosures | Note 24 |
Restated transactions with struck off companies | Note 25 |
Restated Borrowing against current assets | Note 26 |
Ratio Analysis | Note 27 |
Contingent Liability | Note 28 |
Revaluation made by the Company | Note 29 |
Purchases of its own shares out of free reserves or securities premium account | Note 30 |
Compliance of Financial statement with the accounting standards | Note 31 |
Corporate Social Responsibility (CSR) | Note 32 |
Post reporting date events | Note 33 |
Director Personal Expenses | Note 34 |
Compliance with number of layers of companies | Note 35 |
Benami Transactions | Note 36 |
Foreign Exchange Transactions | Note 37 |
Segment Reporting | Note 38 |
Material Adjustments in Restated Profit & Loss Account | Note 39 |
Material Adjustments in Restated Reserve & Surplus | Note 40 |
9. This report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by us, nor should this report be construed as a new opinion on any of the financial statements referred to herein.
10. We have no responsibility to update our report for events and circumstances occurring after the date of the report.
11. Our report is intended solely for use of the Board of Directors for inclusion in the DP to be filed with
BSE Limited in connection with the proposed IPO. Our report should not be used, referred to, or distributed for any other purpose except with our prior consent in writing. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing.
For and on behalf of MASD & Co. LLP. Chartered Accountants FRN: 146249W
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