Raaj Medisafe India Ltd Directors Report.

To the Members of,

RAAJ MEDISAFE INDIA LTD.

CIN - L33112MP1985PLC003039

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone Ind AS financial statements of RAAJ MEDISAFE INDIA LIMITED ("the Company"), which comprise the Balance Sheet as at 31st March, 2020, the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the statement of changes in equity for the year then ended, and a summary of the significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the 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 Standard) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India of the state of affairs of the Company as at 31st March, 2020, and its loss, total comprehensive income, its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Act (SAs). 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 independence requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made there under, 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 we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

Key audit matters 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.

Key Audit Matter Auditors Response
Adoption of Ind AS 116 - Leases
As described in Note-3(Q) to the standalone financial statements, the Company has adopted Ind AS 116 Leases (Ind AS 116) in the current year. The application and transition to this accounting standard is an area of our focus in audit since the Company has a lease contract. Our audit procedures on adoption of Ind AS 116, Leases include -
• Assessed and tested new processes and controls in respect of the lease accounting standard (Ind As 116);
Ind AS 116 introduces a new lease accounting model, wherein lessees are required to recognize a right-of-use (ROU) asset and a lease liability arising from a lease on the balance sheet date. • Assessed the Companys evaluation on the identification of lease based on the contractual agreement and our knowledge of the business;
The lease liabilities are initially measured by discounting future lease payments during the lease term as per the contract/ arrangement. • Evaluated the reasonableness of the discount rate applied in determining the lease liability;
• Upon transition as on 1st April 2019:
Adoption of the standard involves significant judgements and estimates including, determination of the discount rates and the lease term. : Evaluated the method of transition and related adjustments;
: Tested completeness of the lease data by reconciling the Companys lease commitment to data used in computing
Additionally, the standard mandates detailed disclosures in respect of transition.
Refer Note 3(Q) to the standalone financial statements. ROU asset and the lease liability
• We performed the following procedures:
: Assessed the key terms and conditions of the underlying lease contract; and
: Assessed and tested the presentation and disclosures relating to Ind AS 116 including, disclosures relating to transition.

Evaluation of uncertain tax positions

Multiple Tax Statutes are applicable on the Company and is subject to periodic challenges by tax authorities on tax matters during the normal course of business including direct and indirect tax matters. These involve significant management judgment to determine the possible outcome of the uncertain tax positions, consequently having an impact on related accounting and disclosures in the standalone financial statements. Our audit procedures include the following substantive procedures:
• Obtained understanding of key uncertain tax positions; and
• We have -
i) Read and analyzed select key correspondences, Expert Opinions/ consultations by management for key uncertain tax positions;
ii) Discussed with appropriate senior management, and
iii) Evaluated managements underlying key assumptions in estimating the tax provisions; and
iv) Assessed managements estimate of the possible outcome of the disputed cases.

Information other than the Financial Statements and Auditors Report Thereon

The Companys Board of Directors is responsible for the other information. The other information comprises the Management Discussion and Analysis, Boards Report including Annexure to Boards Report, Business Responsibility Report, Corporate Governance and Shareholders Information, but does not include the standalone financial statements and our auditor report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Managements Responsibility for the Financial Statements

The Companys Board of Directors is responsible for the matters stated in sub-section (5) of section 134 of the Companies Act, 2013 ("the Act") with respect to the preparation of these standalone Ind AS Financial Statements including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including Indian Accounting Standards (Ind AS) specified under section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of 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 Ind AS financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Standalone 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 control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (I) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of managements use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in 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.

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

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure 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 such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2016 ("the Order") issued by the Central Government of India in terms of section 143 (11) 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.

2. As required by Section 143 (3) of the Companies Act, 2013 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, Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the statement of changes in equity dealt with by this Report are in agreement with the books of accounts.

(d) In our opinion, the Balance Sheet, Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the statement of changes in equity comply with the Indian Accounting Standards specified in section 133 of the Act, read with Rule 7 of the Companies (Indian Accounting Standards) Rules, 2015, as amended.

(e) No matters found during the audit which have adverse effect on the functioning of the company except continuous generation of cash loss to the company, which in the opinion of the board, the company will now be able to recover gradually with the ongoing production and Sales.

(f) On the basis of the written representations received from the directors as on 31st March, 2020 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2020 from being appointed as a director in terms of sub-section (2) of section 164 of the Act.

(g) In our opinion, and on the basis of audit procedures adopted, there are adequate and effectively operational internal financial control with regard to financial reporting of the company commensurate with the size of the company and the nature of its business. (Refer Annexure - "B")

With respect to the other matters 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. Refer Note - 38 to standalone financial statement.

(ii) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

(iii) There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

3. With respect to the matter to be included in the Auditors Report under section 197(16):

In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to its directors during the current year is in accordance with the provisions of Section 197 of the Act.

For NITIN VASANT GARUD & CO. PLACE : UJJAIN
Chartered Accountants DATED : 29th July, 2020
Firm Regn. No. 0014133C
Sd/-
CA Abizer Pithewan, Partner
Membership No. 400753
UDIN - 20400753AAAABZ5458

ANNEXURE "A" TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 1 under the heading of "Report on Other Legal and Regulatory Requirements" of our report of even date for the year ended as on 31.03.2020)

01. In respect of Companys fixed assets:

a) The company has maintained proper records showing full particulars including quantitative details and situation of Fixed Assets.

b) The management at reasonable interval during the year has physically verified Fixed Assets of the company based on phased program of verifying all the assets over a period of three years, which in our opinion is reasonable having regard to the size of the company and nature of assets and business. Further, no Material discrepancies were observed during the process of physical verification.

c) All the title deeds of immovable properties are held in the name of the company.

02. The Inventory / stock have been physically verified by the Management at reasonable Interval during the year and as informed to us, no material discrepancies were noticed on physical verification of inventory.

03. The company has not granted any loans, secured or unsecured to the companies, firms, LLPs and other parties covered in the register maintained under section 189 of the Companies Act, 2013.

04. In our opinion, and according to the information and explanations given to us, the company has not granted any loan to its directors or any other person in whom the directors are interested, neither given any guarantee nor provide security to them. Subscription / purchase of securities of body corporate, if any, is within the limits prescribed under section 186 of Companies Act, 2013.

05. The company has not accepted any deposits from the public and does not have any unclaimed deposits as at March 31,2020 and therefore, the provisions of clause 3(v) of the order are not applicable to the Company.

06. Based on the review of the books of accounts maintained by the company and explanations and information provided to us, we are of the opinion that provisions of Maintenance of cost records, under Section 148(1) of the Companies Act, 2013 read with Rule 3 to The Companies (Cost Records and Audit) Rule 2014, are not required on the activity (operations) being carried out by the company and accordingly the company is not required statutorily to include cost records in its books of accounts.

07. According to the information and explanations given to us, in respect of statutory dues:

(a) The company is regular, except delay in few cases which are less than six months, in depositing the Undisputed Statutory dues including Provident Fund, Employees State Insurance, Income Tax, Goods and Service Tax, Cess, Customs Duty and other statutory dues with the appropriate authorities.

(b) There were no undisputed amounts payable in respect of Provident Fund, Employees State Insurance, Income Tax, Goods and Service Tax, Customs Duty, Cess and other material statutory dues in arrears as at March 31,2020 for a period of more than six months from the date they became payable.

(c) Details of statutory dues which have not been deposited as at March 31,2020 on account of dispute are given below:-

Nature of Statue Nature of Dues Demand Raised Unpaid Amount Period to which the Amount relates Forum where dispute is pending
MP Sal es Tax Act & VAT Laws VAT (Asset written off in books are considered as disposal of asset by Dept.) 44,5 8.00 44,58.00 FY 201 4-15 Appellate Authority upto Commissioners Level
Integrated Goods and Services Tax Act, 2017 Tax & Penalty Imposed under IGST Act towards transportation of goods with expired E-Way Bill. IGST 82.625 Penalty 82.625 100 % Pre-Deposit against appeal filled 01-11-2018 to 30-11-2018 Appellate Authority upto Commissioners Level

08. According to the records of the company examined by us and the information and explanations given to us, we are of the opinion that the company has not defaulted in repayment of dues to any financial institution, bank and government. Further, the company has not issued any Debenture during any of the preceding years. Due to the moratorium period of 3 months availed during the month of Apr to June-20 (3 Months) in Term Loans, due to the COVID-19 Pandemic, the principal amount will not be repaid in term loan accounts for 3 months.

09. The company has not raised any money by further public offer (including debt instruments) during the period under audit. Also in our opinion, the company during the financial year has applied the term loan for the purpose for which it was raised.

10. Based upon the audit procedures performed by us and according to the information and explanations given by management, no fraud by the Company or no material fraud on the Company by its officers & employees has been noticed or reported during the year under audit.

11. In our opinion and according to the information and explanations given to us, the Company has paid/provided managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule-V of the Companies Act, 2013.

12. The Company is not a Nidhi Company and hence reporting under clause 3 (xii) of the Order is not applicable to the company.

13. In our opinion and according to the information and explanations given to us, the Company is in compliance with section 177 and 188 of Companies Act, 2013 where applicable, for all the transactions with the related parties and the details of related party transactions have been disclosed in the standalone financial statements as required by Ind AS 24 - "Related Party Disclosures".

14. During the year, the Company has not made any preferential allotment or private placement of shares or fully or partly paid convertible debentures and hence reporting under clause 3 (xiv) of the Order is not applicable to the Company.

15. In our opinion and according to the information and explanations provided 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.

16. The company is not required to be registered under section 45-IA of the RBI Act, 1934.

For NITIN VASANT GARUD & CO. PLACE : UJJAIN
Chartered Accountants DATED : 29th July, 2020
Firm Regn. No. 0014133C
Sd/-
CA Abizer Pithewan, Partner
Membership No. 400753
UDIN - 20400753AAAABZ5458

ANNEXURE "B" TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 2(g) of the Independent Auditors Report of even date to the members of Raaj Medisafe India Limited on the standalone Ind AS financial statements for the year ended March 31st , 2020)

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of section 143 of the Companies

Act, 2013

We have audited the internal financial controls over financial reporting of Raaj Medisafe India Limited ("the Company") as of 31st March, 2020 in conjunction with our audit of the Standalone 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 (ICAI). These responsibilities include the design, implementation and maintenance of adequate 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 the 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 Financial Controls over Financial Reporting and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of 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 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 procedure 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, including 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 the internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risks of the material misstatement of the financial statements, whether due to fraud and error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide the 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 the financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Companys internal financial control over financial reporting includes those policies and procedures that

1) pertain to the maintenance of records that in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorization of management and Directors of Company;

3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the internal financial limitations of the internal financial control 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 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 2020, 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 on Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India.

For NITIN VASANT GARUD & CO. PLACE : UJJAIN
Chartered Accountants DATED : 29th July, 2020
Firm Regn. No. 0014133C
Sd/
CA Abizer Pithewan, Partner
Membership No. 400753
UDIN - 20400753AAAABZ5458