Independent Auditors Report
On the Quarterly and Year to Date Audited Standalone Financial Results of the Company
Pursuant to the Regulation 33 and52 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, as amended
To
The Board of Directors of R & B Denims Limited Report on the audit of the
Standalone Financial Results
Opinion
We have audited the accompanying statement of quarterly and year to date standalone
financial results of R & B Denims Limited (the "Company") for the quarter
ended March 31, 2023 and for the year ended March 31, 2023 ("Statement"),
attached herewith, being submitted by the Company pursuant to the requirement of
Regulation 33 and 52 of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended (the "Listing Regulations").
In our opinion and to the best of our information and according to the explanations
given to us, the statement:
a. is presented in accordance with the requirements of Regulation 33 of the Listing
Regulations; and
b. gives a true and fair view in conformity with the applicable accounting standards
and other accounting principles generally accepted in India, of the net profit and other
comprehensive income and other financial information of the Company for the quarter ended
March 31, 2023 and for the year ended March 31,2023.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified
under section 143(10) of the Companies Act, 2013, as amended ("the Act"). Our
responsibilities under those Standards are further described in the "Auditors
Responsibilities for the Audit of the Standalone financial Results" 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 together with the ethical requirements
that are relevant to our audit of the standalone financial statements under the provisions
of the Act and the Rules thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the Code of Ethics. We believe
that the audit evidence obtained by us is sufficient and appropriate to provide a basis
for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the standalone financial statements of the current period.
These matters were addressed in the context of our audit of the standalone financial
statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters. We have no key audit matters to communicate in our
report.
Managements Responsibility for the Standalone Financial Statements
The Statement has been prepared on the basis of the standalone annual financial
statements. The Board of Directors of the Company are responsible for the preparation and
presentation of the Statement that gives a true and fair view of the net profit and other
comprehensive income of the Company and other financial Information in accordance with the
applicable accounting standards prescribed under Section 133 of the Act read with relevant
rules issued thereunder and other accounting principles generally accepted in India and in
compliance with Regulation 33 of the listing Regulations. 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 accounting
policies; making judgments and estimates that are reasonable and prudent; and the 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 Statement that give a true
and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, management is responsible for
assessing the Companys ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.
The Board of Directors are responsible for overseeing the Companys financial reporting
process.
Auditors Responsibilities for the Audit of the Standalone Financial Results
Our objectives are to obtain reasonable assurance about whether the Statement as a
whole is 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
the Statement.
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 Statement, 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, but not for
the purpose of expressing an opinion on the effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the policies used
and the reasonableness of accounting estimates and related disclosures made by the Board
of Directors.
• Conclude on the appropriateness of the Board of Directors 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 standalone financial results 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 Statement,
including the disclosures, and whether the Statement represents the underlying
transactions and events in a manner that achieves fair presentation.
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 safeguard.
Other Matters
The Statement includes the results for the quarter ended March 31, 2023 being the
balancing figure between the audited figures in respect of the full financial year ended
March 31, 2023 and the published unaudited year-to-date figures up to the third quarter of
the current financial year, which were subjected to a limited review by us, as required
under the listing Regulations.
|
For, Pradeep K. Singhi & Associates |
|
Chartered Accountants |
|
ICAI FRN: 126027W |
| Place: Surat |
Sd/- |
| Date: 10th May, 2023 |
(Pradeep Kumar Singhi) |
|
Partner |
|
M. No. 024612 |
|
UDIN:23024612BGQQIG7789 |
Annexure A to the Independent Auditors Report
In respect of the Annexure referred to in paragraph 1 of our report to the Members of R
& B Denims Ltd ("the company") for the year ended March 31, 2023, we report
on following matters:
(i) (a) (A) The Company has maintained proper records showing full particulars,
including quantitative details and situation of Property, Plant and Equipment.
(B) The Company does not own any of intangible Asset.
(b) According to the information and explanations given to us Property, Plant and
Equipment have been physically verified at regular intervals. No, material discrepancies
have been noticed on such verification.
(c) According to the information and explanations given to us and on the basis of
our examination of the records of the Company, the title deeds of immovable properties
(other than properties where the company is the lessee and the lease agreements are duly
executed in favour of the lessee) as disclosed in the financial statements are held in the
name of the Company.
(d) According to the information and explanations given to us, the Company has not
revalued its property, plant and Equipment (including Right of Use assets). Accordingly,
the requirements under paragraph 3(i)(d) of the Order are not applicable to the Company.
(e) According to the information and explanations given to us, there are no
proceedings initiated or pending against the Company for holding any benami property under
the Prohibition of Benami Property Transactions (Prohibition) Act, 1988 (45 of 1988) and
rules.
(ii) (a) According to the information and explanations given to us, Physical
verification of inventory has been conducted at reasonable intervals by the management. No
material discrepancies of 10% or more aggregate for each class of inventory were noticed.
(b) According to the information and explanations given to us, The CC limit of 10
Cr had been sanctioned in FY 21-22 but the same has been disbursed on 3rd May,
2023. No new working capital loan sanctioned in financial year under audit.
The quarterly statements are in agreement with books of accounts of the company.
(iii) According to the information and explanations given to us, the Company has
made investment in a partnership Firm and granted unsecured loans to companies and other
parties in respect of which the requisite information is as below. The Company has not
provided any guarantee or security or granted any advances in the nature of loans, secured
or unsecured to companies, firms, limited liability partnership or any other parties
during the year. The Company has not made any investments in limited liability
partnership.
(a) Based on the audit procedures carried on by us and as per the information and
explanations given to us the Company has provided loans to other parties as below:
Aggregate amount during the year - Others 180,375,000 Balance outstanding as at balance
sheet date - Others 7,09,33,808
(b) According to the information and explanations given to us No such investment,
guarantees, security, terms and conditions provided which are prejudicial to the companys
interest.
(c) According to the information and explanations given to us and, in the case of
loans given, the repayment of principal and payment of interest has been regular.
(d) According to the information and explanations given to us, there is no overdue
amount for more than ninety days in respect of loans given.
(e) According to the information and explanations given to us, there is no loan
falling due during the year, which has been renewed or extended or fresh loans granted to
settle the overdues of existing loans given to same parties.
(f) According to the information and explanations given to us, the Company has
granted Rs.180,375,000 in nature of loan repayable on demand. No loans are granted to
promoters and Related parties.
(iv) According to the information and explanations given to us, the Company has
complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect
of loans granted, investments made and guarantees and securities provided, as applicable.
(v) In our opinion and according to the information and explanations given to us,
the Company has not accepted any deposits from the public within the meaning of Sections
73, 74, 75 and 76 of the Act and the rules framed there under.
(vi) According to the information and explanations given to us, the Company has
maintained cost records under Section 148(1) of the Act.
(vii) (a) According to the information and explanations given to us, According to
the information and explanations given to us and according to the records, the Company has
generally been regular in depositing undisputed statutory dues with appropriate
authorities during the year. There are no undisputed amount payable in respect of the
aforesaid dues were outstanding as at 31st March, 2023 for the period of more than six
months from the date they become payable.
(b) According to the information and explanations given to us, statutory dues
relating to Goods and Services Tax, Provident Fund, Employees State Insurance, Income-Tax,
Duty of Customs or Cess or other statutory dues which have not been deposited on account
of any dispute are as follows:
1. Appeal is pending before Commissioner of Income-Tax (Appeals) for F.Y. 2017-18 for
tax demand of Rs. 27,45,944/-.
2. Under the scheme of Vivaad se Vishwas, form 5 have been issued by authorities and it
is closed. However, the effect of Rs. 6,64,13,710/- for F.Y. 2015-16, and the effect of
Rs. 89,88,832/- for F.Y. 2013-14, in the same scheme is pending to get cleared from the
Income Tax Department.
3. Appeal with CESTAT is pending for levy of Custom Duty for Rs. 1,93,179/- for import
of Coal.
(viii) According to the information and explanations given to us, there are no
transactions which are not accounted in the books of account which have been surrendered
or disclosed as income during the year in Tax Assessment of the Company. Also, there are
no previously unrecorded income which has been now recorded in the books of account.
Hence, the provision stated in paragraph 3(viii) of the Order is not applicable to the
Company.
(ix) (a) According to the information and explanations given to us, the Company has
not made any default in repayment of dues.
(b) According to the information and explanations given to us, 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 government or any government authority.
(c) According to the information and explanations given to us by the management,
the Company has applied the term loans for the purpose for which the loans were obtained.
(d) According to the information and explanations given to us and on an overall
examination of the balance sheet of the Company, we report that no funds raised on
short-term basis have been used for long-term purposes by the Company.
(e) According to the information and explanations given to us and on an overall
examination of the standalone 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 or associates as defined under the Act.
(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 or associate companies (as defined under the
Act).
(x) (a) The Company has not raised any moneys by way of initial public offer or
further public offer (including debt instruments). Accordingly, clause 3(x)(a) of the
Order is not applicable.
(b) According to the information and explanations given to us, the Company has not
made any preferential allotment or private placement of shares or fully or partly
convertible debentures during the year.
(xi) (a) Based on examination of the books and records of the Company and according
to the information and explanations given to us, no fraud by the Company or on the Company
has been noticed or reported during the course of the audit.
(b) According to the information and explanations given to us, no report under
sub-section (12) of Section 143 of the Act has been filed by the auditors in Form ADT-4 as
prescribed under Rule 13 of the 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. Accordingly, the provisions stated in paragraph
(xi)(c) of the Order is not applicable to company.
(xii) According to the information and explanations given to us, the Company is not
a Nidhi Company. Accordingly, clause 3(xii) of the Order is not applicable.
(xiii) In our opinion and according to the information and explanations given to
us, the transactions with related parties are in compliance with Section 177 and 188 of
the Act, where applicable, and the details of the related party transactions have been
disclosed in the notes to account as required by the applicable accounting standards.
(xiv) (a) Based on information and explanations provided to us and our audit
procedures, in our opinion, the Company has an internal audit system commensurate with the
size and nature of its business.
(b) We have considered the internal audit reports of the Company issued till date
for the period under audit.
(xv) In our opinion and 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 to its directors and hence, provisions of Section 192 of the Act are not
applicable to the Company.
(xvi) (a) The Company is not required to be registered under Section 45-IA of the
Reserve Bank of India Act, 1934. Accordingly, clause 3(xvi)(a) of the Order is not
applicable.
(b) The Company has not conducted any Non-Banking Financial or Housing Finance
activities without any valid Certificate of Registration from Reserve Bank of India.
Hence, the reporting under paragraph clause 3 (xvi)(b) of the Order are not applicable to
the Company.
(c) The Company is not a Core Investment Company (CIC) as defined in the
regulations made by the Reserve Bank of India. Accordingly, clause 3(xvi)(c) of the Order
is not applicable.
(d) The Company is not part of any group (as per the provisions of the Core
Investment Companies (Reserve Bank) Directions, 2016 as amended). Accordingly, the
requirements of clause 3(xvi)(d) are not applicable.
(xvii) The Company has not incurred cash losses in the current and in the
immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors during the year.
Accordingly, clause 3(xviii) of the Order is not applicable.
(xix) According to the information and explanations given to, no material
uncertainty exists as on the date of the audit report and the company is 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.
(xx) (a) & (b) According to the information and explanations given to
us, the provisions of section 135 of the Act are applicable to the Company. The Company
has made the required contributions during the year and there are no unspent amounts which
are required to be transferred to the special account as on the date of our audit report.
Accordingly, the provisions of paragraph (xx)(a) to (b) of the Order are not applicable to
the Company.
(xxi) There have been no qualification or adverse remarks by the respective
auditors in the Companies (Auditors Report) Order (CARO) reports of the companies
included in the consolidated financial statements.
|
For, Pradeep K. Singhi & Associates |
|
Chartered Accountants |
|
ICAI FRN: 126027W |
| Place: Surat |
|
| Date: 10th May, 2023 |
Sd/- |
|
(Pradeep Kumar Singhi) |
|
Partner |
|
M. No. 024612 |
|
UDIN:23024612BGQQIG7789 |
Annexure B to the Independent Auditors Report
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 R & B
Denims Limited ("the Company") as of 31 March, 2023 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
(the" Guidance Note") 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 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 standalone 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 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 unauthorised 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 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.
|
For, Pradeep K. Singhi & Associates |
|
Chartered Accountants |
|
ICAI FRN: 126027W |
| Place: Surat |
Sd/- |
| Date: 10th May, 2023 |
(Pradeep Kumar Singhi) |
|
Partner |
|
M. No. 024612 |
|
UDIN: 23024612BGQQIG7789 |
+91-9892691696
