To the Members of Sheetal Cool Products Limited
Report on the Audit of the Financial Statements Opinion
We have audited the accompanying financial statements of Sheetal Cool Products Limited
("the Company") which comprises the Balance Sheet as at March 31, 2023, the
Statement of Profit and Loss (including Other Comprehensive Income), Statement of Cash
Flows, and Statement of Changes in Equity for the year then ended, and notes to the
financial statements, including a summary of significant accounting policies and other
explanatory information (hereinafter referred to as "the financial statements").
In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid financial statements give the information required by the
Companies Act, 2013 ("the Act") in the manner so required and give a true and
fair view in conformity with the accounting principles generally accepted in India, of the
state of affairs of the Company as at March 31, 2023, and its profit, 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 in accordance with the Standards on Auditing (SAs) specified
under Section 143(10) of the Companies Act, 2013. Our responsibilities under those
Standards are further described in the Auditors Responsibilities for the Audit of the
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 together with the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Companies Act, 2013 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 we have
obtained 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 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 that there are no other key audit matters to communicate in our
report except as stated in Emphasis of Matter below.
Emphasis of Matter
We draw your attention to Note 39 to the financial statements where the Companys
management has stated that outstanding balances, if any, at the year end in respect of
trade receivables, trade payables etc. are subject to confirmation from those respective
parties and consequential reconciliation and/or adjustments arising there from. These have
not been independently verified by us during the year under review. Any adjustment to the
value of such balances as appearing in the balance sheet of the Company may have an effect
on the profit and net assets of the Company for the period and year ended March 31, 2023.
Our opinion is not modified in respect of this matter.
Information Other than the 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, Corporate
Governance and Shareholders Information, but does not include the financial statements
and our auditors 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 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.
Responsibility of Management for the Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section
134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of
these financial statements that give a true and fair view of the financial position,
financial performance including other comprehensive income, cash flows and changes in
equity of the Company in accordance with the accounting principles generally accepted in
India, including the accounting Standards 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
implementation and maintenance of accounting policies; making judgments and estimates that
are reasonable and prudent; and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring the accuracy and
completeness of the accounting records, relevant to the preparation and presentation of
the financial statement 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 Responsibility for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to fraud or error,
and to issue an auditors report that includes our opinion. Reasonable assurance is a high
level of assurance but is not a guarantee that an audit conducted in accordance with SAs
will always detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the
basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
1. 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.
2. 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.
3. Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.
4. 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.
5. 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.
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
As required by the Companies (Auditors Report) Order, 2020 ("the Order"),
issued by the Central Government of India in terms of sub-section (11) of Section 143 of
the Companies Act, 2013, we give in "Annexure A" a statement on the matters
specified in paragraphs 3 and 4 of the Order, to the extent applicable.
As required by Section 143(3) of the Act, we report that:
a. We have sought and obtained all the information and explanations which to the best
of our knowledge and belief were necessary for the 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 the Statement of Other
Com prehensive 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 financial statements comply with the Accounting
Standards specified under Section 133 of the Act, read with Rule 7 of the Com panies
(Accounts) Rules, 2014.
e. On the basis of the written representations received from the directors as on March
31, 2023 taken on record by the Board of Directors, none of the directors is disqualified
as on March 31, 2023 from being appointed as a director in terms of Section 164(2) of the
Act.
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".
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 of the Act.
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, 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 financial statements. Refer Note 38 to the financial statements.
ii. The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to
the Investor Education and Protection Fund by the Company.
iv.
1. The Management has represented that, to the best of its knowledge and belief, no
funds (which are material either individually or in the aggregate) 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 or entity, including foreign
entity ("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;
2. The Management has represented, that, to the best of its knowledge and belief, no
funds (which are material either individually or in the aggregate) have been received by
the Company from any person or entity, including foreign entity ("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;
3. Based on the audit procedures that have been considered reasonable and appropriate
in the circumstances, nothing has come to our notice that has caused us to believe that
the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (1) and
(2) above, contain any material misstatement.
v. The Company has not paid any dividends during the year and hence, the provisions of
Section 123 of the Act are not applicable to the Company.
Annexure A
Referred to in the section Report on Other Legal and Regulatory Requirements on of the
Independent Auditors Report of even date to the members of Sheetal Cool Products Limited
on the financial statements as of and for the year ended
March 31, 2023
(I)
(a) In respect of its property, plant and equipment:
(A) The Company has maintained proper records showing full particulars, including
quantitative details and situation of property, plant and equipment.
(B) The Company has maintained proper records showing full particulars of its
intangible assets.
(b) The Company has a programme of verification of property, plant and equipment to
cover all the items in a phased manner over a period of 3 years which, in our opinion, is
reasonable having regard to the size of the Company and the nature of its assets. Pursuant
to the programme, certain property, plant and equipment were physically verified by the
Management during the current reporting period. According to the information and
explanations given to us, no material discrepancies were noticed on such verification.
(c) According to the information and explanations given to us and the records examined
by us and based on the examination of the registered sale deed/transfer deed/conveyance
deed, we report that, the title deeds, comprising all the immovable properties of land and
acquired buildings which are freehold, 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 reporting
period and hence, clause (i)(d) of the Order is not applicable.
(e) As explained to us by the management of the Company, there have not been any
proceedings initiated or pending against the Company under the Benami Transactions
(Prohibition) Act, 1988 and rules made thereunder during the current reporting period or
as at the balance sheet date.
(ii)
(a) As per the information and explanation given to us physical verification of
inventory has been conducted at reasonable intervals by the management. In our opinion,
the coverage and procedure of such verification by the management is appropriate and
discrepancies of 10% or more in aggregate for each of the class of inventory were not
noticed on physical verification.
(b) In our opinion and according to the information and explanations given to us, the
Company has been sanctioned working capital limits in excess of five crore rupees, in
aggregate, from banks on the basis of security of current assets; the quarterly
returns/statements filed by the Company with the banks during the reporting period are in
agreement with the books of accounts of the Company.
(iii) According to the information and explanations given to us, the company has not
made investments in, provided any guarantee or security or granted any loans or advances
in the nature of loans, secured or unsecured, to companies, firms, Limited Liability
Partnerships or any other parties, hence clause (iii) of the Order is not applicable.
(iv) In our opinion and according to the information and explanations given to us, the
Company has not made any loans, investments or provided any guarantees and hence, the
provisions of Sections 185 and 186 of the Companies Act, 2013 are not applicable to the
Company.
(v) According to the information and explanations given to us, the Company has not
accepted any deposits during the current reporting period in terms of provisions of
Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the
rules made thereunder. Hence, reporting under clause (v) of the Order is not applicable.
(vi) The maintenance of cost records has been specified by the Central Government under
Section 148(1) of the Companies Act, 2013 in respect of its products. We have broadly
reviewed the cost records maintained by the Company pursuant to the Companies (Cost
Records and Audit) Rules, 2014, as amended prescribed by the Central Government under
sub-section (1) of Section 148 of the Companies Act, 2013, and are of the opinion that,
prima facie, the prescribed cost records have been made and maintained. We have, however,
not made a detailed examination of the cost records with a view to determine whether they
are accurate or complete.
(vii) In our opinion and according to the information and explanations given to us, in
respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed statutory dues
including Goods and Services Tax, provident fund, employees state insurance, income-tax,
sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and any
other statutory dues to the appropriate authorities apart from a few delays in the payment
of advance income tax.
There were undisputed amounts payable in arrears as at the balance sheet date for a
period of more than six months from the date they became payable. The details of which are
as follows:
| Name of statute |
Nature of dues |
Amount unpaid (in Rs. lacs) |
Period to which the amount relates |
Due date of payment |
Actual date of payment |
| The Income Tax Act, 1961 |
Advance Tax |
365.23 |
F.Y. 2022-23 A.Y. 2023-24 |
15/09/2022 |
Not paid till the date of report |
(b) The Company does not have any statutory dues as referred sub-clause (a) above which
have not been deposited on account of disputes.
(viii) According to the information and explanations given to us, the Company does not
have any transactions, which were not recorded in the books of accounts and which have
been surrendered or disclosed as income during the current reporting period in the tax
assessments under the Income-tax Act, 1961.
(ix) (a) In our opinion and according to the information and explanations given to us,
the Company has not defaulted in the repayment of loans or borrowings to financial
institutions or banks. The Company has not taken any loans or borrowings from the
government.
(b) In our opinion and according to the information and explanations given to us, the
Company has not been declared as a willful defaulter by any bank or financial institution
or other lender during the reporting period.
(c) The Company has obtained term loans during the current reporting period which, in
our opinion and according to the information and explanations given to us, have been
utilized for their stated purpose(s).
(d) According to the information and explanations given to us, and the procedures
performed by us, and on an overall examination of the financial statements of the company,
we believe that no funds raised on short- term basis have been used for long-term purposes
by the Company. We have however not made a detailed examination of the same.
(e) The Company does not have any associate, subsidiary or joint venture and hence,
clause (ix)(e) of the Order is not applicable.
(f) The Company does not have any associate, subsidiary or joint venture and hence,
clause (ix)(f) of the Order is not applicable.
(x) (a) During the current reporting period, the Company has not raised funds by way of
initial public offer or further public offer (including debt instruments) and hence
reporting under clause (x)(a) of the Order is not applicable to the Company.
(b) During the current reporting period, the Company has not made any preferential
allotment or private placement of shares or fully or partly convertible debentures and
hence reporting under clause (x)(b) of the Order is not applicable to the Company.
(xi) (a) To the best of our knowledge and according to the information and explanations
given to us, no fraud by the
Company and no material fraud on the Company has been noticed or reported during the
current reporting period.
(b) To the best of our knowledge and according to the information and explanations
given to us, no report under sub-section (12) of section 143 of the Companies Act, 2013
has been filed by the auditors in Form ADT- 4 as prescribed under rule 13 of Companies
(Audit and Auditors) Rules, 2014 with the Central Government.
(c) To the best of our knowledge and according to the information and explanations
given to us, the Company has not received any whistle-blower complaints during the current
reporting period.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the
Order is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the
Company is in compliance with Section 177 and 188 of the Companies Act, 2013, where
applicable, for all transactions with the related parties and the details of related party
transactions have been disclosed in the financial statements etc. as required by the
applicable accounting standards.
(xiv)
(a) In our opinion, the Company has an internal audit system commensurate with the size
and nature of its business.
(b) We have considered the reports of the Internal Auditors for the period under review
during our audit of the Company.
(xv) In our opinion and according to the information and explanations given to us,
during the current reporting period the Company has not entered into any non-cash
transactions with its directors or directors of its holding, subsidiary or associate
company, if any or persons connected with them and hence provisions of Section 192 of the
Companies Act, 2013 are not applicable.
(xvi) (a) The Company is not required to be registered under Section 45-I of the
Reserve Bank of India Act, 1934.
(b) The Company has not conducted any Non-Banking Financial or Housing Finance
activities during the current reporting period and hence, is not required to obtain a
Certificate of Registration from the Reserve Bank of India as per the Reserve Bank of
India Act, 1934.
(c) The Company is not a Core Investment Company ("CIC") as defined in the
regulations made by the Reserve Bank of India.
(d) The Company does not have any CICs as part of the Group and hence, clause (xvi)(d)
of the Order is not applicable to the Company.
(xvii) In our opinion, the Company has not incurred any cash losses during the current
reporting period and in the immediately preceding reporting period.
(xviii) There has not been any resignation of the statutory auditors during the current
reporting period under review.
(xix) According to the information and explanations given to us and 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, our
knowledge of the Board of Directors and management plans and based on our examination of
the evidence supporting the assumptions, nothing has come to our attention, which causes
us to believe that any material uncertainty exists as on the date of the audit report that
company is not capable of meeting its liabilities existing at the date of balance sheet as
and when they fall due within a period of one year from the balance sheet date. We,
however, state that this is not an assurance as to the future viability of the company. We
further state that our reporting is based on the facts up to the date of the audit report
and we neither give any guarantee nor any assurance that all liabilities falling due
within a period of one year from the balance sheet date, will get discharged by the
company as and when they fall due.
(xx) (a) According to the information and explanations given to us, there are no
unspent amount towards
Corporate Social Responsibility (CSR) on other than ongoing projects requiring a
transfer a Fund specified in Schedule VII to the Companies Act, 2013 within a period of
six months of the expiry of the financial year in compliance with the second proviso to
sub- section (5) of section 135 of the Act.
(b) According to the information and explanations given to us, the Company does not
have any ongoing project(s) for which funds remain unspent under sub-section (5) of
section 135 of the Companies Act and hence, is not required to transfer any funds to a
special account in compliance with the provision of sub- section (6) of section 135 of the
Companies Act, 2013.
(xxi) Clause (xxi) of the Order is not applicable in the report on the standalone
financial statements of the Company.
Annexure B
Referred to in point f. of the section Report on Other Legal and Regulatory
Requirements of the Independent Auditors Report of even date to the members of Sheetal
Cool Products Limited on the financial statements for the year ended March 31, 2023
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section
143 of the Act
In conjunction with our audit of the financial statements of the Company as of and for
the year ended March 31,2023, we have audited the internal financial controls over
the financial reporting of Sheetal Cool Products Limited ("the Company") as of
that date.
Managements Responsibility for Internal Financial Controls
The Companys management is responsible for establishing and maintaining internal
financial controls based on 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 internal financial controls
that were operating effectively for ensuring the orderly and efficient conduct of its
business, including adherence to the 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 Act.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial
controls over financial reporting based on our audit. We conducted our audit in accordance
with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting
(the "Guidance Note") issued by the ICAI and the Standards on Auditing deemed to
be prescribed under Section 143(10) of the Act, 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 ICAI. Those Standards and the Guidance Note require that we comply
with the 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 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 assessed risk. The procedures selected depend
on the auditors judgment, 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 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 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 of 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 control 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, except above, 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, 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
issued by ICAI.
|
For, H. B. Kalaria & Associates |
|
Firm Registration No. 104571W |
|
Chartered Accountants |
|
(Hasmukh B. Kalaria) |
|
Partner |
| Place : Rajkot, |
Mem. No. 042002 |
| Date : 20/04/2023 |
UDIN:23042002BGVKCQ4405 |
+91-9892691696
