<dhhead>INDEPENDENT AUDITORS REPORT
</dhhead>
To,
The Members of
Technopack Polymers Limited
(Formerly Known As Technopack Polymers Private Limited)
REPORT ON THE AUDIT OF FINANCIAL STATEMENTS
1. Opinion
A. We have audited the standalone financial statements of
Technopack Polymers Limited (the Company), which comprise the balance sheet as
at March 31, 2023, and the Statement of Profit and Loss, the Statement of Changes
in Equity and Statement of Cash Flows 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]
B. In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid standalone financial statements
give the information required by the Companies Act, 2013 (the Act) in the
manner so required and give a true and fair view in conformity with the Accounting
Standards prescribed under section 133 of the Act read with the Companies (Accounting
Standards) Rules, 2021 (AS), of the state of affairs of the Company as at
March 31, 2023, and profit/loss, and its cash flows for the year ended on that date.
2. 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 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 Financial Statements.
3. Other Information -Board of Directors Report
A. The Companys Board of Directors is responsible for the
preparation and presentation of its report
(herein after called as Board Report) which comprises various information
required under section 134(3) of the Companies Act 2013 but does not include the financial
statements and our auditors report thereon.
Our opinion on the financial statements does not cover the Board
Report and we do not express any form of assurance conclusion thereon.
B. In connection with our audit of the financial statements, our
responsibility is to read the Board Report and in doing so, consider whether the Board
Report 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 in this
Board Report, we are required to report that fact. We have nothing to report in this
regard.
4. Managements Responsibility for the Financial
Statements
A. 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 standalone financial statements that give a true and
fair view of the financial position, financial performance, and cash flows 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 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.
B. 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.
5. Auditors Responsibilities for the Audit of the
Financial Statements
A. 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.
B. As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism throughout the audit. We also:
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.
i. 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.
ii. 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) (if) of the Act, we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls
with reference to financial statements in place and the operating effectiveness of such
controls.
iii. Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and related disclosures made by management.
iv. 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.
v. 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.
C. Materiality is the magnitude of misstatements in the
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.
D. 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.
E. 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.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by Section 143(3) of the Act, based on our audit,
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 and the
Statement of Cash Flow dealt with by this Report are in agreement with the relevant books
of account.
d. In our opinion, the aforesaid financial statements comply
with the AS prescribed under Section 133 of the Act, read with the Companies (Accounting
Standards) Rules, 2021.
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 with reference to financial statements of the Company and the operating
effectiveness of such controls, refer to our separate Report in Annexure A.
Our report expresses an unmodified opinion on the adequacy and operating effectiveness of
the Companys internal financial controls with reference to financial statements.
2. 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:
a. The Company has disclosed the impact of pending litigations
on its financial position in its Financial Statements.
b. The Company has made provision, as required under the
applicable law or accounting standards, for material foreseeable losses, if any, on
long-term contracts including derivative contracts.
c. There has been no delay in transferring amounts, required to
be transferred, to the Investor Education and Protection Fund by the Company.
d. -i) The management has represented that, to the best of its
knowledge and belief, 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 or entity, 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 person or entity identified
in any manner whatsoever by or behalf of the company (ultimate beneficiaries)
or provide any guarantee, security or the like on behalf of the Ultimate beneficiaries.
-ii) The management has represented, that, to the best of its
knowledge and belief, no funds have been received by the company from any person or entity
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 person or entity identified in any manner whatsoever by or behalf
of the Funding Party (Ultimate Beneficiaries) or provide any guarantee,
security or the like on behalf of the ultimate beneficiaries; and -iii) Based on such
audit procedures that were considered reasonable and appropriate in the circumstances,
nothing has come to our notice that has caused us to believe that representations under
sub clause (a) and (b) contain any material mis-statement.
e. The Company has neither declared nor paid any dividend during
the year. (However, Provision has been made for Proposed Dividend).
3. As required by the Companies (Auditors Report) Order,
2020 (the Order) issued by the Central Government in terms of Section 143(11)
of the Act, we give in Annexure Ba statement on the matters specified in
paragraphs 3 and 4 of the Order.
For, KARIA & ASSOCIATES |
Chartered Accountants |
FRN No.: 136752W |
Sd/- BRIJESH H. KARIA |
Partner |
Mem. No.: 149107 |
UDIN: 23149107BGXHC J4032 |
Place of Signature: Morbi |
Date: May 26, 2023 |
ANNEXUREA
Referred to in paragraph 1 (f) under Report on Other Legal
and Regulatory Requirements of our report of even date.
REPORT ON THE INTERNAL FINANCIAL CONTROLS OVER FINANCIAL
REPORTING
[Under Clause (i) of Subsection 3 of Section 143 of the
Companies Act, 2013 (the Act)]
We have audited the internal financial controls over financial
reporting of Technopack Polymers Limited (the Company) as of March 31, 2023 in
conjunction with our audit of the standalone financial statements of the Company for the
year ended on that date.
Managements Responsibility for Internal Financial
Control
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 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 payments 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 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.
For, KARIA & ASSOCIATES |
Chartered Accountants |
FRN No.: 136752W |
Sd/- BRIJESH H. KARIA |
Partner |
Mem. No.: 149107 |
UDIN: 23149107BGXHC J4032 |
Place of Signature: Morbi |
Date: May 26, 2023 |
ANNEXUREB
Referred to in paragraph 3 under Report on Other Legal and
Regulatory Requirements of our report of even date.
COMPANIES AUDITORS REPORT ORDER (CARO) 2020
In terms of the information and explanations sought by us and
given by the company and the books of accounts and records examined by us in the normal
course of audit and to the best of our knowledge and belief, we state that:
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 has no intangible assets hence the clause is not
applicable.
b) All property, plant and equipment have been physically
verified by the management annually which in our opinion is reasonable having regard to
the size of the company and the nature of its assets. No material discrepancies were
noticed on such verification.
c) The company does not have any immovable property properties
(other than properties where the company is the lessee and the lease agreements are duly
executed in favor of the lessee). Accordingly, clause 3 (i) 0) of the Order is not
applicable to the company.
d) The company has not revalued its property, plant and
equipment (including right of use assets) or intangible assets during the year ended March
31, 2023.
e) No proceedings have been initiated during the year or are
pending against the company as at March 31, 2023 for holding any benami property under the
Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and the rules made
thereunder.
ii. a) The inventories were physically verified by the
management during the year at reasonable intervals. In our opinion and according to the
information and explanations given to us, the coverage and procedure of such verification
by the management is appropriate having regard to the size of the company and the nature
of its operations. No discrepancies of 10% or more in aggregate of each class of
inventories were noticed on such physical verification of inventories when compared with
the books of accounts.
b) The company has not been sanctioned any working capital limit
(exceeding five crores) from banks or financial institutions on the basis of security of
current assets at any point of time during the year hence reporting under clause 3(ii) (b)
of the Order is not applicable.
iii. a) During the year, the company has not made investments,
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 3(iii)(a) to 3(iii) (f) is not applicable to the company.
iv. The company has complied with the provisions of section 185
and 186 of the Companies Act, 2013 in respect of loans granted, investments made and
guarantee or securities provided as applicable.
v. The company has not accepted any deposit or amount which is
deemed to be deposit. Hence, reporting under clause 3(v) of the Order is not applicable.
vi. The maintenance of the cost records has not been specified
for the activities of the company by the Central Government u/s 148(1) of the Companies
Act, 2013. Hence reporting under clause 3(vi) of the Order is not applicable.
vii. The company is generally regular in depositing undisputed
statutory dues including Goods and Service Tax, provident fund, employees state
insurance, income-tax, duty of customs, cess and any other statutory dues applicable to
the company with the appropriate authorities.
viii. There were no transactions relating to previously
unrecorded income that were surrendered or disclosed as income in the tax assessments
under the Income TaxAct, 1961 (43 of 1961) during the year. Hence clause 3(viii) of the
Order is not applicable to the company.
ix. a) The company has not defaulted in repayment of loans and
borrowings or in the payment of interest thereon to any lender during the year.
b) The company has not been is a declared wilful defaulter by
any bank or financial institution or government or government authority.
c) In our opinion and According to the information and
explanations given to us, the company has utilised the money obtained by way of term loans
during the year for the purposes for which they were obtained.
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 report that no funds raised on short term basis have been used for long
term purposes by the company.
e) The company does not hold any investment in any subsidiary,
associates or joint venture (as defined under the Companies Act 2013) during the year
ended March 31, 2023. Hence clause 3(ix)
(e) of the Order is not applicable.
f) The company does not hold any investment in any subsidiary,
associates or joint venture (as defined under the Companies Act 2013) during the year
ended March3l, 2023. Hence clause 3(ix)
(f) of the Order is not applicable.
x. a) moneys raised by way of initial public offer or further
public offer (including debt instruments) during the year are yet not applied for the
purposes for which those are raised. Details regarding the same are as below:
Amount raised by way of initial public offering: Rs. 7,86,50,000
Purpose/ Object for the initial public offering
Mode Object |
Amount Allocated |
1 Part Funding to purchase and set up additional SACMI CCM24S-F
Plant for manufacturing of HDPE Beverages Closures |
Rs. 638 lakhs |
2 Additional Working Capital Requirements |
Rs.73.50 lakhs |
3 General Corporate Purpose |
Rs.25 lakhs |
4 IPO related expense |
Rs.50 lakhs |
|
Rs.786.50 lakhs |
Payments regarding the purchase: Advance payment for such
machinery has been done in the current year to Sacmi Imola SC* for Rs.1,97,32,275
Reason for Delay: Heavy work load at suppliers end (Sacmi
Imola), some spares not prepared by Sacmis vendor due to short supply of manpower.
Expected date of dispatch: 15 July 2023, Arrival &
Installation by August 2023.
b) According to the information and explanations given to us and
on the basis of our examination of the records of the company, the Company has not made
any preferential allotment or private placement of shares or convertible debentures
(fully, partially or optionally convertible) during the year hence the clause 3(x)(b) of
the Order is not applicable.
xi. a) No fraud by the company or no fraud on the Company has
been noticed or reported during the year.
b) During the year, no report under sub-section (12) of section
143 of the Act has been filed by secretarial auditor or by us in Form ADT - 4 as
prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central
Government.
c) The establishment of whistle blower mechanism is not
applicable to the company hence reporting under clause 3(xi)(c) is not applicable to the
company.
xii. The Company is not a Nidhi Company as per the provisions of
the Act. Accordingly, the requirement to report on clause 3(xii) of the Order is not
applicable to the Company.
xiii. All transactions with the related parties are in
compliance with sections 177 and 188 of Companies Act where applicable and the details
have been disclosed in the Financial Statements etc,, as required by the applicable
accounting standards.
xiv. a) In our opinion and based on our examination, the company
has an internal audit system commensurate with the size and nature of its business as per
the provisions of section 138 of the Companies Act, 2013.
b) the reports of the Internal Auditors for the period under
audit were considered by us during the course of conducting the 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 Companies Act, 2013 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 is not engaged in any Non-Banking Financial or
Housing Finance activities. Accordingly, the requirement to report on clause 3 (xvi)(b) of
the Order is not applicable to the Company.
c) The Company is not engaged in any Non-Banking Financial or
Housing Finance activities. Accordingly, the requirement to report on clause 3 (xvi)(c) of
the Order is not applicable to the Company.
d) There is no group company /Core Investment Company.
Accordingly, the requirement to report on clause 3(xvi) of the Order is not applicable to
the Company.
xvii. The Company has not incurred cash losses in the current
year and preceding financial year.
xviii. There has been no resignation of the statutory auditors
during the year and accordingly, requirement to report on Clause 3(xviii) of the Order is
not applicable to the Company.
xix. On the basis of the financial ratios disclosed in notes to
the Standalone Financial - Statements, ageing and expected dates of realization of
financial assets and payment of financial liabilities, other information accompanying
Financial Statements, our knowledge of the Board of Directors and managements
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 allliabilities 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. Since the provisions of Section 135 of the Companies Act,
2013 with regard to corporate social responsibility are not appliable to the company hence
clause 3(xx)of the Order is not applicable.
For, KARIA & ASSOCIATES |
Chartered Accountants |
FRN No.: 136752W |
Sd/- BRIJESH H. KARIA |
Partner |
Mem. No.: 149107 |
UDIN: 23149107BGXHC J4032 |
Place of Signature: Morbi |
Date: May 26, 2023 |
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