To
The Members of
Rajeswari Infrastructure Limited
Report on the IndAS Financial Statements
Opinion
We have audited the accompanying IndAS financial statements of Rajeswari Infrastructure
Limited ("the Company"), comprising of the Balance Sheet as at 31 st March,
2022, and 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 aforesaid Ind AS 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 31 st March,2021 ,and its profit including
other comprehensive income, its cash flows and the changes in equity for the year ended on
that date.
Basis of Opinion
We conducted our audit of the Ind AS financial statements in accordance with the
Standards on Auditing issued by the ICAI, as specified under Section 143(10) of the Act.
Our responsibilities under those Standards are further described in the Auditors
Responsibilities fortheAudit of IndAS 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 IndAS financial statements under the
provisions of theAct 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 we have obtained is sufficient and appropriate to
provide a basis for our audit opinion on the IndAS 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. We
have determined the matters described below to be the key audit matters to be communicated
in our report.
1. Loss due to Floods: Due to floods in Chennai office situated at Ekattuthangal during
December 2015, main Plant and Machinery (Printing Division) and all computers and
furniture were lost and damaged beyond repair. The Printing Plant and Machinery were
damaged in full and due to disputes between the Insurance company and the financiers,only
part settlement from Insurance company is accounted for in the books of account and the
final settlement is under arbitration.The effect of the same could not be reflected in the
books of account. However, on confirmation from the Insurance Company the necessary
adjustments will be made in the books of account. Refer Note 6.6.
2. Loan settlement arrangements:The Company has entered into a Memorandum of
Understanding with the certain financial Institution for settlement of loan of Rs.899.20
lakhs after 11 months by offering Block A of constructed property at Pallikaranai, if the
amount due is not settled within the agreed period. Since the eventuality has not happened
as at the closing of accounts, the effect of the same could not be incorporated in the
books of account. Interest has not been accounted as account is classified as N PA. Refer
Note 6.5 and 15.2.
Information Other than the Ind AS Financial Statements and Auditors Report Thereon
The Companys Board of Directors is responsible for the preparation of the other
information. The other information comprises the information included in the Management
Discussion and Analysis, Boards Report including Annexures to Boards Report, Business
Responsibility Report Corporate Governance and Shareholders Information, but does not
include the Ind AS financial statements and our auditors report thereon.
Our opinion on the Ind AS 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 Ind AS financial statements, our responsibility is
to read the other information and, in doing so, consider whether the other information is
materially inconsistent with the Ind AS financial statements or our knowledge obtained
during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material
misstatement of this other information, we are required to report that fact. We have
nothing to report in this regard.
Managements Responsibility for theAudit of IndAS Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section
134(5) of the Companies Act, 2013 ("theAct") with respect to the preparation of
these IndAS financial statements that give a true and fair view of the financial position,
financial performance including other comprehensive income, cash flows and changes in
equity 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 theAct 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 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 Ind AS 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 responsible for overseeing the Companys financial reporting
process.
Auditors Responsibility forthe IndAS Financial Statements
Our objectives are to obtain reasonable assurance about whether the Ind AS 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 Ind AS 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 Ind AS 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 controls 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 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 Ind AS 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 Ind AS financial
statements, including the disclosures, and whether the Ind AS financial statements
represent the underlying transactions and events in a manner that achieves fair
presentation.
Materiality is the magnitude of misstatements in the Ind AS 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 Ind AS 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,2020 ("the Order")
issued by the Central Govemmentoflndiaintermsofsubsection(l I) of section 143 of the Act,
we give in the"AnnexureA" a statement on the matters specified in paragraphs 3
& 4 of the Order.
2. As required by section 143(3) oftheAct,we reportthat:
a) We have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary forthe 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 Cash Flow Statement and Statement of Changes in Equity dealt with by this
Report are in agreement with the books of account
d) In our opinion, the aforesaid Ind AS financial statements comply with the Indian
Accounting Standards prescribed under section 133 oftheAct
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) oftheAct.
f) With respect to the adequacy of the internal financial controls over financial
reporting of the Company,and the operating effectiveness of such controls, refer to our
separate Report in"Annexure B".Our report expresses an unmodified opinion on the
adequacy and operating effectiveness of the Companys internal financial controls over
financial reporting.
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 oftheAct.
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 did not have any pending litigations, which would impact its financial
position in its IndAS financial statements;
ii. 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.
iv. a) The management has represented that, to the best of its knowledge and belief,
other than as disclosed in the notes to the accounts, no funds 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 person(s) or entity(ies), including
foreign entities ("Intermediaries"), with the understanding, whether recorded in
writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or
invest in 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, other
than as disclosed in the notes to the accounts, no funds 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, whether, 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; and
c) Based on audit procedures which we considered reasonable and appropriate in the
circumstances, nothing has come to their notice that has caused them to believe that the
representations under sub-clause (i) and (ii) contain any material mis-statement.
v. The company has not declared or paid any dividend during the year in contravention
of the provisions of section 123 of the CompaniesAct,20l 3.
Annexure "A" to the independent Auditors Report of even date to the members
of Rajeswari Infrastructure Limited,on the IND AS financial statements for the year ended
31 st March 2022
Based on the audit procedures performed forthe purpose of reporting a true and fair
view on the financial statements of the Company and taking into consideration the
information and explanation given to us and the books of accounts and other records
examined by us in the normal course of the audit, and to the best of our knowledge and
belief, we report that
I. I n respect of its Fixed assets:
a. The Company has maintained proper records showing full particulars including
quantitative details and situation of tangible and intangible assets.
b. The management during the year has physically verified all the assets and there is a
regular programme of verification, which, in our opinion, is reasonable having regard to
the size of the Company and the nature of its assets.According to the information and
explanations given to us, no serious discrepancy have been noticed on such physical
verification.
c. According to the records produced and according to the information and explanations
furnished to us, the title deeds of the immovable properties are held in the name of the
Company as at the balance sheet date.
d. The company has not revalued its Property, Plant and Equipment during the year.
Therefore, the provisions of Clause (i)(d) of paragraph 3 of the order are not applicable
to the company.
e. 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.Therefore.the provisions of Clause (i)(e) of paragraph 3 of the
order are not applicable to the company.
II. In respectof its inventories:
a. According to the information and explanations given to us, in respect of finished
goods, semi-finished goods, raw material, stores and spares physical verification has been
carried out during the year by the management. In our opinion the frequency of
verification is reasonable.
b. In our opinion and according to the information and explanations given to us, the
procedures of physical verification of stocks followed by the management are reasonable
and adequate in relation to the size of the Company and the nature of its business.
c. On the basis of our examination of records of inventory, in our opinion, the Company
has maintained proper records of inventory. The discrepancies noticed on physical
verification of inventory as compared to the book records were not material and have been
properly dealt with in the books of accounts.
d. During any point of time of the year, the company has not been sanctioned any
working capital limits,from banks or financial institutions on the basis of security of
current assets. Therefore, the provisions of Clause (ii)(b) of paragraph 3 of the order
are not applicable to the company.
Note: Kindly refer Note No. 15.2 of the financial statements with regard to Loan
Statement Arrangements with Financial Institutions.
III. In our opinion and according to the information and explanations given to us, the
Company has neither granted nor taken any loans, secured or unsecured to companies, firms
or other parties covered in the register maintained under Section 189 of the Act.
Accordingly, clauses (iii) (a) & (b) of Paragraph 4 of the order are not applicable to
the Company for the current year.
IV. The Clause regarding loans, investments and guarantees and security as per
provisions of section 185 & 186 of Companies Act,2013 is not applicable forthe
Company.
V. The Company has not accepted any deposits from the public within the meaning of
sections 73 to 76 of the Companies Act, and the rules framed there under.
VI. In our opinion and according to the information and explanations given to us, the
Central Government has not prescribed the maintenance of cost records, for any product,
under section 148( I) of the Companies Act.
VII. In respect of statutory dues
a. According to the information and explanations given to us and according to the books
and records as produced and examined by us, in our opinion, the undisputed statutory dues
including provident fund, investor education and protection fund, employees state
insurance, income-tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess
and other material statutory dues as applicable, have not been regularly deposited by the
Company during the year with the appropriate authorities.
Undisputed statutory dues which are outstanding for more than six months as at the
Balance Sheet date are:
ServiceTax-Rs. 17,50,431.00 LuxuryTax- Rs.48,92,348.00
b. According to the information and explanations given to us and according to the books
and records as produced and examined by us, there were no cases of disputed income-tax,
sales tax, wealth tax, service tax, customs duty, excise duly, cess, there are no dues
which have not been deposited as on 31 st march 2022 otherthan on account of dispute as
given below:
| SI. Name of the No Statute |
Nature of the Dues |
Amount (in lakhs) |
Period |
Forum where it is pending |
| 1 The Income Tax Act, 1961 |
Dispute regarding assessment of Income tax for the AY 2006-07 |
22.95* |
FY 2005-06 |
High Court Chennai |
|
Dispute regarding assessment of Income tax for the AY 2007-08 |
25.26* |
FY 2006-07 |
|
* Includes R.s.31.79 lakhs paid under protest
VIII. In our opinion and according to the information and explanations given to us,
there is no transaction not recorded in the books of account have been surrendered or
disclosed as income during the year in the tax assessments under the IncomeTaxAct, 1961
(43 of 1961).
IX. a) The company has defaulted in repayment of loans to a financial institution, and
dues to debenture holders.The period and the amount of default are reported as
| Name of the Institution |
Amount of default as on 30.3.2019 |
Period of Default |
Remarks |
| ReligareFinvest Ltd. |
8,99,20,339 |
More than 6 months |
Loan has been classified as NPA and interest not recognized in books. BlockA of
constructed property at Pallikaranai has been attached under MOU with the party on the
condition of payment of 60% of the dues within 11 months ending Feb 2017 and a further
moratorium period of 3 months. |
| Corporation Bank |
1,19,33,781 |
More than 6 months |
Classified as NPA |
| Irtec Ltd. |
2,49,91,433 |
More than 6 months |
Loan taken for Printing Machinery. Machinery damaged in Floods and Insurance process
initiated. Under dispute regarding coverage of insurance. Classified as NPA |
Note: In the case of NPA accounts, entire Principal Overdue as on 31.03.2022 has been
included above.
(b) In our opinion and according to the information and explanations given to us, the
company has not been a declared wilful defaulter by any bank or financial institution or
other lender.
(c) In our opinion and according to the information and explanations given to us, the
loans were applied for the purpose for which the loans were obtained.
(d) In our opinion and according to the information and explanations given to us, there
are no funds raised on shortterm basis which have been utilized for long term purposes.
(e) In our opinion and according to the information and explanations given to us, the
company has not taken any funds from any entity or person on account of orto meet the
obligations of its subsidiaries, associates or joint ventures.
(f) In our opinion and according to the information and explanations given to us, the
company has not raised loans during the year on the pledge of securities held in its
subsidiaries, joint ventures or associate companies.
X. The Company did not raise any money by way of initial public offer or further public
offer (including debt instruments) and term loans during the year. Accordingly, paragraph
3 (be) of the Order is not applicable.
XI. According to the information and explanations given to us, no material fraud by the
Company or on the Company by its officers or employees has been noticed or reported during
the course of our audit.
XII. In our opinion and according to the information and explanations given to us, the
Company is not a nidhi company. Accordingly, paragraph 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, transactions with the related parties are in
compliance with sections 177 and 188 of theAct where applicable and details of such
transactions have been disclosed in the financial statements as required by the applicable
accounting standards.
XIV. In our opinion and based on our examination, the companyhas an internal audit
system commensurate with the size and nature of its business.
XV. According to the information and explanations given to us and based on our
examination of the records of the Company, the Company has not entered into noncash
transactions with directors or persons connected with him. Accordingly, paragraph 3(xv) of
the Order is not applicable.
XVI. The Company is not required to be registered under section 45-IA of the Reserve
Bankof IndiaAct 1934.
XVII. The company has not incurred cash loss in current financial year as well in
immediately preceding financial year.
XVIII. There has been no resignation of the previous statutory auditors during the
year.
XIX. 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
financial statements, the auditors knowledge of the Board of Directors and management
plans, we are of the opinion that no material uncertainty exists as on the date of the
audit report that company is capable of meeting its liabilities existing at the date of
balance sheet as and when they fell due within a period of one year from the balance sheet
date.
XX There is not liability of the company under the provisions of section 135 of the
Companies Act, relating to Corporate Social Responsibility. Therefore, the provisions of
Clause (xx) of paragraph 3 of the order are not applicable to the Company.
XXI. The company has not made investments in subsidiary company. Therefore, the company
does not require to prepare consolidated financial statement Therefore, the provisions of
Clause (xxi) of paragraph 3 of the order are not applicable to the Company.
Annexure"B"tothe Independent Auditors Report
Report on the Internal Financial Controls Over Financial Reporting 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 Rajeswari
Infrastructure Limited ("the Company") as of March 31,2022 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 Compan/s management is responsible for establishing and maintaining internal
financial controls based on the internal control overfinancial 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 lndia.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 respective 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 CompaniesAct,2013.
Auditors Responsibility
Our responsibility is to express an opinion on the Compan/s internal financial controls
overfinancial 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") issued by the Institute of Chartered Accountants of India and
the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to
the extent applicable to an audit of internal financial controls.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 judgement, including the assessment of the risks of
material misstatement of the 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 Compan/s internal financial controls system
overfinancial reporting.
Meaning oflnternal Financial Controls Over Financial Reporting
A compan/s 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 financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management 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 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,to the best of our information and according to the explanations given
to us, the Company has, in all material respects, an adequate internal financial controls
system over financial reporting and such internal financial controls over financial
reporting were operating effectively as at March 31,2022, 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.
| Place: Chennai |
| Date: 19-08-2022 |
| For N.Sankaran & Co Chartered Accountants |
| (Firms Registration No.003590S) AARTHIR |
| Partner |
| (Membership No. 231758) |
| UDIN : 22231758APHYDU9302 |
+91-9892691696
