FINANCIAL STATEMENT AS RESTATED
Independent Auditors Examination Report on Restated Consolidated Financial Information of Subam Papers Limited
To,
The Board of Directors of Subam Papers Limited
S.F.No.143-146 Vaduganpatti Village Nadukallur to Tirunelveli,
Tirunelveli, Tamil Nadu, India, 627010
Dear Sir,
Reference: - Proposed Public Issue of Equity Shares of Subam Papers Limited
We have examined the attached Restated Audited Consolidated Financial Statement of Subam Papers Limited (hereunder referred to "the Company", "Issuer") and its subsidiaries Subam Paper and Boards Private Limited And Subam Agro Ventures Private Limited and associates Saradhambika Paper and Board Mills Private Limited and B.M.M Paper and Board Private Limited (the Holding Company , its subsidiaries and its associates constitute "the Group"), comprising the Restated Audited Consolidated Statement of Assets and Liabilities as at March 31, 2024, March 31, 2023, and March 31, 2022, the Restated Audited Consolidated Statement of Profit & Loss, the Restated Audited Consolidated Cash Flow Statement for the year ended March 31, 2024, March 31, 2023, and March 31, 2022, the statement of Significant Accounting Policies and other explanatory Information (Collectively the Restated Consolidated Financial Statements ) as approved by the Board of Directors in their meeting held on 01st July, 2024 for the purpose of inclusion in the Draft Red Herring Prospectus ("DRHP") in connection with its proposed Initial Public Offering (IPO) of equity shares, prepared by the Company in connection with its Initial Public Offer of Equity Shares (IPO) prepared in terms of the requirement of:-
a) Section 26 of Part I of Chapter III of the Companies Act, 2013 as amended (the "Act");
b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations 2018 as amended ("ICDR Regulations"); and related amendments/ clarifications from time to time issued by the Securities and Exchange Board of India ("SEBI");
c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India as amended from time to time. ("The Guidance Note")
The Companys Board of Directors are responsible for the preparation of the Restated Consolidated Financial Statement for the purpose of inclusion in the DRHP to be filed with Stock Exchange, Securities and Exchange Board of India, and Registrar of Companies, of Tamil Nadu in connection with the proposed IPO. The Restated Consolidated Financial Statements have been prepared by the management of the Company for the year ended on March 31, 2024, March 31, 2023, and March 31, 2022, on the basis of Annexure IV to the Restated Consolidated Financial Statement. The Board of Directors responsibility includes designing, implementing, and maintaining adequate internal control relevant to the preparation and presentation of the Restated Consolidated Financial Statement. The board of directors are also responsible for identifying and ensuring that the Company complies with the Act, ICDR Regulations and the Guidance Note.
We have examined such Restated Consolidated Financial Statement taking into consideration:
a) The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter dated 21st March 2024 in connection with the proposed IPO of equity shares of the Company;
b) The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI;
c) Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Consolidated Financial Statements; and
d) The requirements of Section 26 of the Act and the ICDR Regulations. Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR Regulations and the Guidance Note in connection with the IPO.
These Restated Consolidated Financial Statements have been compiled by the management from:
a) Audited consolidated financial statements of the company as at and for the year ended on March 31, 2024, March 31, 2023, and March 31, 2022, prepared in accordance with the Accounting Standards as prescribed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014, as amended, and other accounting principles generally accepted in India and which have been approved by the board of directors
For the purpose of our examination, we have relied on Auditors Report issued by the Statutory Auditor M/s. Narayanasamy & Associates and M Karuppa Gnaniar (the "Previous Auditors") dated 05th September 2023 and 05th September 2022 for the year ended March 31, 2023, and March 31, 2022 respectively. We have relied on the Auditors Report issued by the Statutory Auditor M/s. Narayanasamy & Associates (Statutory Auditor) of Saradhambika Paper and Board Mills Private Limited and B.M.M Paper and Board Private Limited dated 12th June 2024 and 10th June 2024 respectively.
The modification in restated financials were carried out based on the modified reports, if any, issued by Previous Auditor which is giving rise to modifications on the financial statements as at and for the years ended on March 31, 2024, March 31, 2023, and March 31, 2022.
a) The Restated Consolidated Financial Statement have been made after incorporating adjustments for the changes in accounting policies retrospectively in respective financial period/years to reflect the same accounting treatment as per the changed accounting policy for all reporting periods, if any;
b) The Restated Consolidated Financial Statement have been made after incorporating adjustments for prior period and other material amounts in the respective financial year to which they relate;
c) Extra-ordinary items that need to be disclosed separately in the accounts has been disclosed wherever required;
d) Profits and losses have been arrived at after charging all expenses including depreciation and after making such adjustments/restatements and regroupings as in our opinion are appropriate and are to be read in accordance with the Significant Accounting Polices as set out in Note 1 to this report;
e) Adjustments in Restated Consolidated Financial Statement have been made in accordance with the correct accounting policies;
f) There was no change in accounting policies, which needs to be adjusted in the Restated Consolidated Financial Statement;
g) There are no revaluation reserves, which need to be disclosed separately in the Restated Consolidated Financial Statement;
h) The Company has not paid any dividend during FY 2021-22, FY 2022-23 & FY 2023-24.
In accordance with the requirements of Part I of Chapter III of Act including rules made there under, ICDR Regulations, Guidance Note and Engagement Letter, we report that-
a) The "Restated Consolidated Statement of Assets and Liabilities" as set out in Annexure I to this report of the Company as at March 31, 2024, March 31, 2023, and March 31, 2022, is prepared by the Company and approved by the Board of Directors. These Restated Consolidated Statement of Assets and Liabilities, have been arrived at after making such adjustments and regroupings to the individual financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies as set out in Annexure IV to this Report.
b) The "Restated Consolidated Statement of Profit and Loss" as set out in Annexure II to this report of the Company for Financial year ended March 31, 2024, March 31, 2023, and March 31, 2022, is prepared by the Company and approved by the Board of Directors. These Restated Consolidated Statement of Profit and Loss have been arrived at after making such adjustments and regroupings to the individual financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies as set out in Annexure IV to this Report.
c) The "Restated Consolidated Statement of Cash Flow" as set out in Annexure III to this report of the Company for Financial year ended March 31, 2024, March 31, 2023, and March 31, 2022, is prepared by the Company and approved by the Board of Directors. These Statement of Cash Flow, as restated have been arrived at after making such adjustments and regroupings to the individual financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies as set out in Annexure IV to this Report.
We have also examined the following other financial information relating to the Company prepared by the Management and as approved by the Board of Directors of the Company and annexed to this report relating to the Company for Financial year ended March 31, 2024, March 31, 2023, and March 31, 2022, proposed to be included in the DRHP for the proposed IPO.
Restated Consolidated Statement of Share Capital | Note 2 |
Restated Consolidated Statement of Reserves and Surplus | Note 3 |
Restated Consolidated Statement of Long Term and Short-Term Borrowings/ Statement of principle Term of | Note 4,6,4.1 & 6.1 |
Secured loan and Assets charges as security and Statement of term & Condition of unsecured Loans. | |
Restated Consolidated Statement of Deferred Tax (Assets) / Liabilities | Note 12 |
Restated Consolidated Statement of Long-Term and Short-Term Provisions | Note 5 & 9 |
Restated Consolidated Statement of Trade Payables | Note 7 |
Restated Consolidated Statement of Other Current Liabilities | Note 8 |
Restated Consolidated Statement of Property, Plant and Equipment and Intangible Assets | Note 5.2 |
Restated Consolidated Statement of Non-Current Investment | Note 11 |
Restated Consolidated Statement of Other Non-Current Assets | Note 13 |
Restated Consolidated Statement of Inventories | Note 14 |
Restated Consolidated Statement of Trade Receivables | Note 15 |
Restated Consolidated Statement of Cash & Cash Equivalents | Note 16 |
Restated Consolidated Statement of Short-Term Loans and Advances | Note 17 |
Restated Consolidated Statement of Other Current Assets | Note 18 |
Restated Consolidated Statement of Revenue from Operations | Note 19 |
Restated Consolidated Statement of Other Income | Note 20 |
Restated Consolidated Statement of Cost of Material Consumed | Note 21 |
Restated Consolidated Statement of Employee Benefits Expenses | Note 23 |
Restated Consolidated Statement of Finance Cost | Note 24 |
Restated Consolidated Statement of Depreciation & Amortization | Note 5.2 |
Restated Consolidated Statement of Other Expenses | Note 25 |
Material Adjustments to the Restated Consolidated Financial | Annexure -XXXI |
Statement of Capitalization | Annexure XXXII |
Other Financial Information | Annexure XXXIII |
Restated Tax Shelter | Annexure XXXIV |
Restated Statement of Contingent Liabilities | Annexure XXXV |
Restated Consolidated Statement of Significant Ratios | Annexure -XXXVI |
Restated Consolidated Statement of Related Party Transaction | Annexure -XXX |
Restated Consolidated Disclosure under AS-15 "Employee Benefit" | ANNEXURE TO NOTE: 1.7 |
Significant Accounting Policy and Notes to The Restated Consolidated Financial Statements | Annexure-IV |
In our opinion and to the best of information and explanation provided to us, the Restated Consolidated Financial Statement of the Company, read with significant accounting policies as appearing in Note 1 are prepared after providing appropriate adjustments and regroupings as considered appropriate.
We, M/s. CNGSN & Associates LLP, Chartered Accountants have been subjected to the peer review process of the Institute of Chartered Accountants of India (ICAI) and our peer Review Certif?cate is valid as on the date of signing of this report.
The preparation and presentation of the Financial Statements referred to above are based on the Audited Financial statements of the Company and are in accordance with the provisions of the Act and ICDR Regulations. The Financial Statements and information referred to above is the responsibility of the management of the Company.
The report should not in any way be construed as a re-issuance or re-dating of any of the previous audit reports issued by any other Firm of Chartered Accountants nor should this report be construed as a new opinion on any of the financial statements referred to therein.
We have no responsibility to update our report for events and circumstances occurring after the date of the report.
In our opinion, the above Consolidated Financial Statements along with Notes 2 to 36 of this report read with the respective Significant Accounting Polices as set out in Note 1 are prepared after making adjustments and regrouping as considered appropriate and have been prepared in accordance with the Companies Act, ICDR Regulations, Engagement Letter and Guidance Note issued by ICAI.
Our report is intended solely for use of the management and for inclusion in the DRHP in connection with the Proposed SME IPO of Equity Shares of the Company and our report should not be used, referred to or distributed for any other purpose without our prior consent in writing.
For CNGSN & Associates LLP. |
Chartered Accountant |
FRN: 04915S/S200036 |
Sd/- |
(CA. Srivatsan) |
Partner |
M. No.: 225064 |
Place: Chennai |
Date: July 1, 2024 |
UDIN: 24225064BKCSWV8192 |
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