To the Members of
Teesta Agro Industries Limited
REPORT ON THE AUDIT OF THE IND AS FINANCIAL STATEMENTS
OPINION
We have audited the accompanying Ind AS Financial Statements of Teesta Agro Industries
Limited ("the Company"), which comprise the Balance sheet as at March 31, 2023,
the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and
notes to the financial statements, including a summary of significant accounting policies
and other explanatory information.
In our opinion and to the best of our information and according to the explanations
given to us, the aforesaid Ind AS Financial Statements give the information required by
the Companies Act,2013, as amended (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, its profit including
other comprehensive income, its cash flows and the changes in equity for the year ended on
that date.
BASIS FOR OPINION
We conducted our audit of the Ind AS Financial Statements in accordance with the
Standards on Auditing (SAs), as specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described in the ‘Auditors
Responsibilities for the Audit of the Ind AS 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 Act
and the Rules there under, 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 Ind AS Financial Statements for the financial year ended
March 31, 2023. These matters were addressed in the context of our audit of the Ind AS
Financial Statements as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters, For each matter below, our description of how our
audit addressed the matter is provided in that context.
We have determined the matters described below to be the key audit matters to be
communicated in our report. We have fulfilled the responsibilities described in the Auditors
responsibilities for the audit of the Ind AS Financial Statements section of report
including in relation to these matters. Accordingly, our audit included the performance of
procedures designed to respond to our assessment of the risks of material misstatement of
the Ind AS Financial Statements. The results of our audit procedures, including the
procedures performed to address the matters below, provide the basis for our audit opinion
on the accompanying Ind AS Financial Statements,
Revenue Recognition
| The key audit matter |
How the matter was addressed in our audit |
| Revenue from sale of goods is recognised when control of the products being sold is
transferred to the customer and when there are no longer any unfulfilled obligations. The
performance obligations in the contracts are fulfilled at the time of dispatch, delivery
or upon formal customer acceptance depending on customer terms. |
Our audit procedures included; |
|
• We assessed the appropriateness of the revenue recognition accounting policies,
including those relating to rebates and discounts by comparing with applicable accounting
standards. |
|
* We tested the design, implementation and operating effectiveness of managements
general IT controls and key application controls over the Companys IT systems which
govern revenue recognition. |
|
• We tested the design, implementation and operating effectiveness of controls
over the calculation of discounts and rebates. |
Provisions for taxation, litigation and other significant provisions
| The key audit matter |
How the matter was addressed in our audit |
| Accrual for tax and other contingencies requires the |
Our audit procedures included; |
| Management to make judgements and estimates in relation to the issues and exposures
arising from a range of matters relating to direct tax, indirect tax, claims, general
legal proceedings, environmental issues and other eventualities arising in the regular
course of business |
* We tested the effectiveness of controls around the recognition of provisions. |
|
• We used our subject matter experts to assess the value of material provisions
in light of the nature of the exposures, applicable regulations and related correspondence
with the authorities, |
|
• We discussed the assumptions and critical judgements made by management which
impacted their estimate of the provisions required, considering judgements previously made
by the authorities in the relevant jurisdictions or any relevant opinions given by the
Companys advisors and assessing whether there was an indication of management bias. |
| The key judgement lies in the estimation of provisions where they may differ from the
future obligations By nature, provision is difficult to estimate and includes many
variables, Additionally, depending on timing, there is a risk that costs could be provided
inappropriately that are not yet committed, |
|
|
• We discussed the status in respect of significant provisions with the Companys
internal tax and legal team |
|
• We performed retrospective review of management judgements relating to
accounting estimate included in the financial statement of prior year and compared with
the outcome |
Assessment of contingent liabilities relating to litigations and ciaims
| The key audit matter |
How the matter was addressed in our audit |
| The Company is periodically subject to challenges/scrutiny on range of matters
relating to direct tax, indirect tax. |
Our audit procedures included: |
|
• We tested the effectiveness of controls around the recording and re-assessment
of contingent liabilities. |
| Assessment of contingent liabilities disclosure requires Management to make judgements
and estimates in relation to the issues and exposures. Whether the liability is inherently
uncertain, the amounts involved are potentially significant and the application of
accounting standards to determine the amount, if any, to be provided as liability, is
inherently subjective. |
|
|
We used our subject matter experts to assess the value of material contingent
liabilities in light of the nature of exposures, applicable regulations and related
correspondence with the authorities. |
|
• We discussed the status and potential exposures in respect of significant
litigation and claims with the Companys internal legal team including their views on the
likely outcome of each litigation and claim and the magnitude of potential exposure and
sighted any relevant opinions given by the Companys advisors. |
|
* We assessed the adequacy of disclosures made. |
|
• We discussed the status in respect of significant provisions with the Companys
internal tax and legal team. |
| i |
• We performed review of management judgements relating to accounting estimate
included in the financial statement of prior year and compared with the outcome. |
INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITORS REPORT THEREON
The Companys Board of Directors is responsible for the other information. The other
information comprises the information included in the Annual report, but does not include
the fnd AS Financial Statements and our auditors report thereon.
Our opinion on the Ind AS Financial Statements does not cover the other information and
we do not express any form of assurance conclusion thereon.
In connection with our audit of the Ind AS Financial Statements, our responsibility is
to read the other information and, in doing so, consider whether such other information is
materially inconsistent with the financial statements or our knowledge obtained in the
audit or otherwise appears to be materially misstated. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we
are required to report that fact. We have nothing to report in this regard.
Managements Responsibility for the Ind AS 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 Ind AS financial statements that give a true and fair view of the financial
position, financial performaop&^nd cash flows of the Company in accordance with the
accounting principles genera
in India, including the Accounting Standards (Ind AS) prescribed 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 the assets of the Company and
for preventing and detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgments and estimates that are reasonable and
prudent; and design, implementation and maintenance of adequate internal financial
controls, that were operating effectively for ensuring the accuracy and completeness of
the accounting records, relevant to the preparation and presentation of the Ind AS
financial statements that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
In preparing the Ind AS Financial Statements, management is responsible for assessing
the Companys ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless management
either intends to liquidate the Company or to cease operations or has no realistic
alternative but to do so.
The Board of Directors is also responsible for overseeing the Companys financial
reporting process.
Auditors Responsibility for the Audit of Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the Ind AS financial
statements as a whole are free from material misstatement, whether due to fraud or error,
and to issue an auditors report that includes our opinion. Reasonable assurance is a high
level of assurance, but is not a guarantee that an audit conducted in accordance with SAs
will always detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the
basis of these Ind AS financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
* Identify and assess the risks of material misstatement of the Ind AS financial
statements, whether due to fraud or error, design and perform audit procedures responsive
to those risks, and obtain audit evidence that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
* Obtain an understanding of internal control relevant to the audit in order to design
audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the
Act, we are also responsible for expressing our opinion on whether the company has
adequate internal financial controls with reference to financial statements in place and
the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the
reasonableries$-e?, accountina estimates and related disclosures made by management. , 1
• Conclude on the appropriateness of managements use of the going concern basis
of accounting in preparation of Ind AS financial statements and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions
that may cast significant doubt on the appropriateness of this assumption. If we conclude
that a material uncertainty exists, we are required to draw attention in our auditor s
report to the related disclosures in the Ind AS financial statements or, if such
disclosures are inadequate, to modify our opinion, Our conclusions are based on the audit
evidence obtained up to the date of our auditors report. However, future events or
conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the ind AS financial
statements, including the disclosures, and whether the ind AS financial statements
represent the underlying transactions and events in a manner that achieves fair
presentation.
Obtain sufficient appropnate audit evidence regarding the financial information of
such entities or business activities within the company to express an opinion on the Ind
AS financial statements, of which we are the independent auditors. We are responsible for
the direction, supervision and performance of the audit of financial information of such
entities. For the other entity included in the Ind AS financial statements, which have
been audited by other auditor, such other auditor remains responsible for the direction,
supervision and performance of the audit carried out by them. We remain solely responsible
for our audit opinion. Our responsibilities in this regard are further described in the
section titled Other Matters in this audit report.
Materiality is the magnitude of misstatements in the Ind AS Financial Statements that,
individually or in aggregate, makes it probable that the economic decisions of a
reasonably knowledgeable user of the financial statements may be influenced. We consider
quantitative materiality and qualitative factors in (i) planning the scope of our audit
work and in evaluating the results of our work; and (ii) to evaluate the effect of any
identified misstatements in the financial statements.
We believe that the audit evidence obtained by us along with the consideration of audit
report of the other auditor referred to in the Other Matters paragraph beiow, is
sufficient and appropriate to provide a basis for our audit opinion on the ind AS
financial statements.
We communicate with those charged with governance of the Company and such other
entities included in the Ind AS financial statements of which we are the independent
auditors 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.
We also performed procedures in accordance with the circular issued by the SEBI under
Regulation 33(8) of the Listing Regulations, as amended, to the extent applicable.
From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the Ind AS financial statements of
the current period and are therefore the key audit matters. We describe these matters in
our auditors report unless law or regulation precludes public disclosure about the matter
or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such communication.
Other Matters
We did not audit the financial statements of Chittorgarh Unit whose financial
statements reflect total assets of Rs. 64.60 crores as at 31 March 2023, total revenues of
Rs. 84.84 crores for the year ended on that date, as considered in the Ind AS financial
statements. These financial statements have been audited by other auditor whose report has
been furnished to us by the Management and our opinion on the Ind AS financial statements,
in so far as it reiates to the amounts and disclosures included in respect of this unit,
and our report in terms of section 143(3) of the Act, in so far as it relates to the
aforesaid unit is based solely on the audit report of the other auditor.
Our opinion on the Ind AS financial statements, and our report on Other Legal and
Regulatory Requirements below, is not modified in respect of the above matter with respect
to our reliance on the work done and the report of the other auditor.
Report on Other Legal and Regulatory Requirements
1. 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, and on the basis
of such checks of the books and records of the company as we considered appropriate and
according to the information and explanations giver to us, we give in "Annexure
A" a statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by section U3 (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 purpose 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 Cash Flow Statement
dealt with by this Report are in agreement with the books of account
d in our opinion, the aforesaid Ind AS financial statements comply with the Accounting
Standards specified under section 133 of the Act. —
e. On the basis of 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 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 ind AS its financial statements - Refer Note 2.20(b) to the Ind AS financial
statements,
ii. 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; and
iii. There were no amounts which are required to be transferred to the Investor
Education and Protection Fund by the Company.
iv. (a) The Management has represented that, to the best of its knowledge and belief,
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 (Intermediaries1), with the understanding, whether recorded in writing
or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest
in other persons or entities identified in any manner whatsoever by or on behalf of the
Company ("Ultimate Beneficiaries") or provide any guarantee, security or the
like on behalf of the Ultimate Beneficiaries;
(b) The Management has represented, that, to the best of its knowledge and belief, 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 Beneficiaries1) or provide any guarantee, security or the like
on behalf of the Ultimate Beneficiaries;
(c) Based on the audit procedures that have been considered reasonable and appropriate
in the circumstances, nothing has came to our notice that has caused u$ to believe that
the representations under sub-clause (i) and (ii) of Rule 11 (e), as provided under (a)
and (b) above, contain any material misstatement;
v. As stated in Note 2.33 to the financial statements the final dividend proposed in
the previous year, declared and paid by the Company during the year is in accordance with
Section 123 of the Act, as applicable
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books
of account using accounting software which has a feature of recording audit trail (edit
log) facility is applicable to the Company with effect from April 1r 2023, and
accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is
not applicable for the financial year ended March 31, 2023.
ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
{Referred to in paragraph 1 under the heading ‘Report on Other Legal and
Regulatory Requirements section of our report of even date)
To the best of our information and according to the explanations provided to us by the
Company and the books of account and records examined by us in the normal course of audit,
we state that:
(i) In respect of the Companys property, plant and equipment, right-of-use assets and
mtangibleassets:
(a) (A) The Company has maintained proper records showing full particulars, including
quantitative details and situation, of its Property, Plant & Equipment and
right-of-use assets.
(B) The Company has maintained proper records showing full particulars of intangible
assets.
(b) The Company has a regular programme of physical verification of Property, Plant and
Equipment and right of use assets and are physically verified in phased manner, which in
our opinion is reasonable, having regard to the size of the Company and nature of its
assets. According to the information and explanations given to us, no material discrepancy
was noticed on such physical verification.
(c) 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), disclosed
in the financial statements are held in the name of the Company as at the balance sheet
date.
(d) The Company has not revalued any of its Property, Piant and Equipment (including
right- of-use assets) and intangible assets during the year
(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 rules made thereunder.
(ii) (a) In our opinion, physical verification of inventory has been conducted by the
management at reasonable intervals. No material discrepancies of 10% or more in the
aggregate for each class of inventory were noticed on such physical verification of
Inventory,
(b) Company has also been sanctioned working capital limits in excess of ? 5 crore, in
aggregate, during the year, from banks on the basis of security of current assets. Stocks
held in factory and Godowns along with Trade Receivable upto 90 days has been considered
for calculation of eligible drawing power by the banks. Based on our examination quarterly
statements filed by the company with such banks are in agreement with the books of account
of the Company.
(iii) (a) As per the information and explanations given to us, the Company has provided
loans or provided advances in the nature of loans, or given guarantee, or provided
security to any other entity.
(A) The details of such loans or advances and guarantees or security to subsidiaries,
Joint Ventures and Associates are as follows;
(B) The details of such loans or advances and guarantees or security to parties other
than subsidiary, joint ventures and associates are as follows:
|
Guarantees |
Security |
Loans |
Advances |
| Aggregate amount granted/provided during the year |
|
|
|
|
| Others |
NIL |
NIL |
0.15 Lakhs |
NIL |
| Balance Outstanding as at balance sheet date in respect of above cases Others |
NIL |
NIL |
31.33 Lakhs |
NIL |
(b) During the year the investments made and the terms and conditions of the grant of
all loans to companies are not prejudicial to the Companys interest.
(c) The Company has granted loans during the year to companies where the schedule of
repayment of principal and payment of interest has been stipulated and the repayment or
receipts are regular.
(d) There are no amounts of loans granted to companies which are overdue for more than
ninety days.
(e) There were no loans which had fallen due during the year, that have been renewed or
extended or fresh loans granted to settle the overdoes of existing loans given to the same
parties.
(f) The Company has not granted any loans or advances in the nature of loans, either
repayable on demand or without specifying any terms or period of repayment to comsanfes
firms, Limited Liability Partnerships or any other parties. Accordingly, the requirement
to report on clause 3{iii)(f) of the Order is not applicable to the Company.
(iv) The Company has not granted any loans or provide any guarantees or securities to
parties covered under Section 165 of the Act Further, provisions of sections 186 of the
Companies Act, 2013 in respect of loans, investments, guarantees and security have been
complied with by the Company.
(v) The Company, has not accepted any deposits from the public during the year and does
not have any deemed deposits as at March 31, 2023 and therefore, the reporting under
clause 3{v} of the Order is not applicable,
(vi) We have broadly reviewed the accounts and records maintained by the Company
pursuant to the Rules made by the Central Government for maintenance of cost records
prescribed under Section 148(1) of the Companies Act, 2013 read with Companies (Cost
Records and Audit) Rules, 2014 as amended and we are of the opinion that phma facie, the
prescribed accounts and records have been made and maintained We have not, however, made
detailed examination of the records with a view to determine whether they are accurate and
complete
(vii) (a) According to the information and explanation given to us, the Company is
regular in depositing undisputed statutory dues with appropriate authorities including
Goods and Services Tax, Provident Fund, Employees State Insurance, Income Tax, Sales Tax,
Service Tax, Value Added Tax, Duty of Custom, Duty of Excise, Cess and other statutory
dues as applicable to the company and that there are no undisputed statutory dues
outstanding as on 31st March, 2023 for a period more than six months from the date they
became payable.
(b) According to the information and explanation given to us and the records of the
Company examined by us, there are no dues of income tax, goods and service tax, customs
duty, cess and any other statutory dues which have not been deposited on account of any
dispute.
viii) As per the information and explanations given to us, there were no transactions
relating to previously unrecorded income that have been surrendered or disclosed as income
during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961)
(ix) (a) As per the information and explanations given to us, the Company has not
defaulted in the repayment of loans or borrowings or in the payment of interest thereon to
any lender
(b) According to the information and explanations given to us and on the basis of our
audit procedures, the Company has not been declared wilful defaulter by any bank or
financial institution or other lender.
(c) In our opinion and as per the information and explanations given to us term loans
were applied for the purpose for which the loans 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,
funds raised on short term basis have, prima facie, not been used during the year for
long-term purposes by the Company.
(e) As per the information and explanations given to us, company has no subsidiary,
associate or joint venture entity therefore, reporting under clause 3(ix)(e) is not
applicable
(f) The company has no subsidiary, associate or joint venture, therefore, reporting
under clause 3(ix)(f) of the order is not applicable.
(x) (a) The Company has not raised moneys by way of initial public offer or further
public offer (including debt instruments) dunng the year and hence reporting under clause
3(x)(a) of the Order is not applicable.
(b) During the year, the Company has not made any preferential allotment or private
placement of shares or convertible debentures (fully or partly or optionally) and hence
reporting under clause 3(x)(b) of the Order is not applicable.
(xi) (a) According to the information and explanations given to us and as represented
by the Management and based on our examination of the books and records of the Company and
in accordance with generally accepted auditing practices in India, no case of fraud by the
Company and no fraud on the Company has been noticed or reported during the year
(b) Since no fraud by the Company or on the Company has been noticed or reported during
the period covered by our audit, therefore no report under sub-section (12) of section 143
of the Companies Act has beer filed in Form ADT-4 as prescribed under rule 13 of Companies
(Audit and Auditors) Rules, 2014 with the Central Government, during the year
(c) As per the information and explanations given to us, no whistle blower complaints
received by the Company during the year.
(xii) The Company is not a Nidhi Company and hence reporting under clause 3(xii) of the
Order is not applicable.
(xiii) In our opinion all transactions with the related parties are in compliance with
Section 177 and 183 of the Companies Act, 2013 where applicable and the necessary details
have been disclosed in the financial statements as required by the applicable Indian
Accounting Standards.
(xiv) (a) In our opinion the Company has an adequate internal audit system commensurate
with the size and the nature of its business.
(b) We have considered, the internal audit reports for the year under audit, issued to
the Company during the year and till date, in determining the nature, timing and extent of
our audit procedures. The internal audit report did not contain any material adverse
findings for it to be reported in our report.
(xv) According to the information and explanations given to us, the Company has not
entered into any non-cash transactions with Directors or persons connected with him and as
such the compliance of provisions of Section 192 of the Companies Act, 2013 is not
applicable.
(xvi) (a) The Company is not required to be registered under section 45-IA of
the Reserve Bank of India Act, 1934, hence, reporting under clause 3(xvi)(a),(b)
and (c) of the Order is not applicable.
(b) In our opinion, there is no core investment company within the Group (as defined in
the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly reportina
under clause 3(xvi)(d) of the Order is not applicable. 9
+91-9892691696
