To the Members of Vaishali Pharma Limited
Report on the Audit of the Financial Statements
Opinion
We have audited the financial statements of Vaishali Pharma Limited ("the
Company"), which comprise the balance sheet as at 31 March 2023, and the statement of
profit and loss (including other comprehensive income), 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 the 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 financial statements give the information required by the
Companies Act, 2013 ("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 31 March 2023, and profit and other comprehensive
income, changes in equity and its cash flows 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 Act. Our responsibilities under those SAs 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 Act and the Rules thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the Code of Ethics. We believe
that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Other Information
The Companys management and Board of Directors are responsible for the other
information. The other information comprises the information included in the Companys
annual report, 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 standalone financial statements, our responsibility
is to read the other information identified above when it becomes available and, in doing
so, consider whether the other information is materially inconsistent with the standalone
financial statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated.
When we read the annual report, if we conclude that there is a material misstatement
therein, we are required to report that fact. We have nothing to report in this regards.
Further we also have except as explained in Note 12 to the accompanying statement, the
company has a current assets of trade receivables Rs. 5,361.01 Lakh [ previous year Rs.
5,850.54 Lakh] and Note 8B to the accompanying statement, the company has a current assets
of deposit, loans & advances Rs. 1,143.89 Lakh [ previous year Rs. 1,186.04 Lakh]
recoverable from various customers and recipients. The trade receivable having Rs. 2618.58
Lakh, receivable from more than 3 years, that a material uncertainty exists as at 31 March
2023 for possible recovery of the trade receivables and deposit, loans & advances. In
the absence of adequate and appropriate evidence for such receivables and management
assessment, we are unable to obtain sufficient appropriate audit evidence to comment on
adjustment, if any, that may further be required to be made to the carrying value of the
above mention trade receivables of Rs. 5,361.01 Lakh and deposit, loans & advances Rs.
1,143.89 Lakh as at 31 March 2023 and the consequential impact thereof on the accompanying
Statement.
Managements Responsibility for the Financial Statements
The Companys management and Board of Directors are responsible for the matters stated
in section 134(5) of the Act with respect to the preparation of these financial statements
that give a true and fair view of the state of affairs, profit and other comprehensive
income, changes in equity and cash flows of the Company in accordance with the accounting
principles generally accepted in India, 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 statements 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 and Board of Directors are
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.
Board of Directors is also responsible for overseeing the Companys financial reporting
process.
Auditors Responsibilities 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:
Identify and assess the risks of material misstatement of the standalone 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 standalone financial statements in
place and the operating effectiveness of such controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management and Board of Directors.
Conclude on the appropriateness of managements and Board of Directors use of the
going concern basis of accounting in preparation of standalone 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 Companys ability to continue
as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditors report to the related disclosures in the standalone
financial 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 standalone financial
statements, including the disclosures, and whether the standalone 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.
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, we give in the "Annexure
A" a statement on the matters specified in paragraphs 3 and 4 of the Order, to
the extent applicable.
2. (A) 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 other comprehensive
income), the statement of changes in equity and the statement of cash flows dealt with by
this Report are in agreement with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Ind AS specified
under section 133 of the Act.
e) On the basis of the written representations received from the directors as on 31
March 2023 taken on record by the Board of Directors, none of the directors is
disqualified as on 31 March 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 B".
(B) 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:
a) The company has no pending litigation as at 31 March 2023, hence its financial
position is not affected;
b) The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses;
c) There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company; and
d) The Management has represented that, to the best of its knowledge and belief, other
than disclosed in the notes, 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 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;
e) The Management has represented that, to the best of its knowledge and belief, other
than disclosed in the notes to accounts, no funds 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;
f) Based on such 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 (a) and
(b) above, contain any material misstatement.
(C) With respect to the matter to be included in the Auditors Report under section
197(16):
In our opinion and according to the information and explanations given to us, the
remuneration paid by the company to its directors during the current year is in accordance
with the provisions of Section 197 of the Act. The remuneration paid to any director is
not in excess of the limit laid down under Section 197 of the Act. The Ministry of
Corporate Affairs has not prescribed other details under Section 197(16) which are
required to be commented upon by us.
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For Raman S. Shah & Associates |
|
Chartered Accountants |
|
Firms Registration No.: 119891W |
|
Sd/- |
|
Santosh A. Sankhe |
|
Partner |
|
Membership No.: 100976 |
|
UDIN:- 23100976BGXEMJ6691 |
| Place: Mumbai |
|
| Date: 22nd May 2023 |
|
Annexure A to the Independent Auditors Report
(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory
Requirements section of our report of even date)
With reference to the Annexure A referred to in the Independent Auditors Report to the
members of the Company on the standalone financial statements for the year ended 31 March
2023, we report the following:
i) In respect of the Companys Property, Plant & Equipment
(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 maintained proper records showing full particulars of intangibles
assets.
(b) All fixed assets have not been physically verified by the management during the
year but there is a regular programme of verification 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 title deeds of all the 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.
(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) There are no proceedings initiated or are pending against the Company for holding
any benami property under the Prohibition of Benami Property Transactions Act, 1988 and
rules made thereunder.
ii)
(a) The management has conducted physical verification of inventory at reasonable
intervals during the year. In our opinion the coverage and the procedure of such
verification by the management is appropriate. No discrepancies of 10% or more in
aggregate for each class of inventory were noticed on such physical verification.
(b) During any point of time of the year, the company has been sanctioned working
capital limits in excess of five crore rupees, in aggregate, from banks or financial
institutions on the basis of security of current assets. In our opinion, the quarterly
returns or statements filed by the Company with such banks are in agreement with the books
of account of the Company.
iii)
(a) During the year the company has not provided loans or provided advances in the
nature of loans, or stood guarantee, or provided security to any other entity.
(b) During the year the investments made, guarantees provided, security given and the
terms and conditions of the grant of all loans and advances in the nature of loans and
guarantees to companies are not prejudicial to the Companys interest.
(c) in respect of loans and advances in the nature of loans, company has not granted
loans and advances in the nature of loans. Accordingly, the requirement to report on
clause 3(iii)(c) of the Order is not applicable to the Company.
(d) There are no amounts of loans and advances in the nature of loans granted to
companies, firms, limited liability partnerships or any other parties which are overdue
for more than ninety days. Accordingly, the requirement to report on clause 3(iii)(d) of
the Order is not applicable to the Company.
(e) The Company had not granted loans to companies which had fallen due during the
year. Accordingly, the requirement to report on clause 3(iii)(d) of the Order is not
applicable to the Company.
(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 companies,
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) There are no loans, investments, guarantees, and security in respect of which
provisions of sections 185 and 186 of the Companies Act, 2013 are applicable and
accordingly, the requirement to report on clause 3(iv) of the Order is not applicable to
the Company.
v) The Company has neither accepted any deposits from the public nor accepted any
amounts which are deemed to be deposits within the meaning of sections 73 to 76 of the
Companies Act and the rules made thereunder, to the extent applicable. Accordingly, the
requirement to report on clause 3(v) of the Order is not applicable to the Company.
vi) The company is in business of trading of pharmaceutical products, maintenance
of cost records as required under sub section 1 of section 148 of the Companies Act, 2013
not applicable to the company. Accordingly, the requirement to report on clause 3(vi) of
the Order is not applicable to the Company.
vii)
(a) The Company is generally been regular in depositing with appropriate authorities
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 other statutory dues applicable to it. According to the
information and explanations given to us and based on audit procedures performed by us, no
undisputed amounts payable in respect of these statutory dues were outstanding, at the
year end, for a period of more than six months from the date they became payable.
(b) There is no dues of goods and services tax, provident fund, employees state
insurance, income-tax, sales-tax, service tax, duty of custom, duty of excise, value added
tax, cess, and other statutory dues which have not been deposited on account of any
dispute.
viii) The Company has not surrendered or disclosed any transaction, previously
unrecorded in the books of account, in the tax assessments under the Income Tax Act, 1961
as income during the year. Accordingly, the requirement to report on clause 3(viii) of the
Order is not applicable to the Company.
ix)
(a) The Company has not defaulted in repayment of loans or other borrowings or in the
payment of interest thereon to any lender.
(b) The Company has not been declared willful defaulter by any bank or financial
institution or government or any government authority.
(c) Term loans were applied for the purpose for which the loans were obtained.
(d) On an overall examination of the standalone financial statements of the Company,
the Company has not used funds raised on short-term basis in the form of short-term loans,
cash credits from Banks, commercial papers, Inter Corporate Deposits and other financial
liabilities for long-term purposes.
(e) The company does not have any subsidiaries, associates or joint ventures.
Accordingly, the requirement to report on clause 3(ix)(e) of the Order is not applicable
to the Company.
(f) The Company has not raised loans during the year on the pledge of securities held
in its subsidiaries, joint ventures or associate companies. Hence, the requirement to
report on clause (ix)(f) of the Order is not applicable to the Company.
x)
(a) The Company has not raised any money during the year by way of initial public offer
/ further public offer (including debt instruments) hence, the requirement to report on
clause 3(x)(a) of the Order is not applicable to the Company.
(b) The Company has not made any preferential allotment or private placement of shares
/fully or partially or optionally convertible debentures during the year under audit and
hence, the requirement to report on clause 3(x)(b) of the Order is not applicable to the
Company.
xi)
(a) No fraud by the Company or no fraud on the Company has been noticed or reported
during the year.
(b) According to the information available, the requirement to report on clause
3(xi)(b) of the Order is not applicable to the Company.
(c) According to the information available, the requirement to report on clause
3(xi)(c) of the Order is not applicable to the Company.
xii) (a) The Company is not a nidhi Company as per the provisions of the Companies
Act, 2013. Therefore, the requirement to report on clause 3(xii)(a), (b) and (c) of the
Order are not applicable to the Company.
xiii) Transactions with the related parties are in compliance with section 177 and
188 of Companies Act, 2013 where applicable and the details have been disclosed in the
notes to the standalone financial statements, as required by the applicable accounting
standards
xiv) According to the information the requirement to report on clause 3(xiv)(a) and
(b) of the Order are not applicable to the Company.
xv) The Company has not entered into any non-cash transactions with its directors
or persons connected with its directors and hence requirement to report on clause 3(xv) of
the Order is not applicable to the Company.
xvi)
(a) The provisions of section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934)
are not applicable to the Company. Accordingly, the requirement to report on clause
(xvi)(a) of the Order is not applicable to the Company.
(b) The Company has not conducted any Non-Banking Financial or Housing Finance
activities without obtained a valid Certificate of Registration (CoR) from the Reserve
Bank of India as per the Reserve Bank of India Act, 1934.
(c) The Company is not a Core Investment Company as defined in the regulations made by
Reserve Bank of India. Accordingly, the requirement to report on clause 3(xvi)(c) of the
Order is not applicable to the Company.
(d) As per the information available, the requirement to report on clause 3(xvi)(d) of
the Order is not applicable to the Company.
xvii) The Company has not incurred cash losses in the current year and in the
immediately preceding financial year respectively
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 available, 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) As per the information available, the requirement to report on clause 3(xx)(a)
and (b) of the Order are not applicable to the Company.
|
For Raman S. Shah & Associates |
|
Chartered Accountants |
|
Firms Registration No.: 119891W |
|
Sd/- |
|
Santosh A. Sankhe |
|
Partner |
|
Membership No.: 100976 |
|
UDIN:- 23100976BGXEMJ6691 |
| Place: Mumbai |
|
| Date: 22nd May 2023 |
|
Annexure B to the Independent Auditors Report 31 March 2023
Report on the internal financial controls with reference to the aforesaid financial
statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013
("the Act")
(Referred to in paragraph 2(A)(f) under ‘Report on Other Legal and Regulatory
Requirements section of our report of even date)
Opinion
We have audited the internal financial controls with reference to financial statements
of Vaishali Pharma Limited ("the Company") as of 31 March 2023 in
conjunction with our audit of the financial statements of the Company for the year ended
on that date.
In our opinion, the Company has, in all material respects, an adequate internal
financial controls with reference to financial statements and such internal financial
controls with reference to financial statements were operating effectively as at 31 March
2023, based on the internal financial controls with reference to financial statements
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 (the "Guidance
Note").
Managements and Board of Directors Responsibility for Internal Financial Controls
The Companys management and the Board of Directors are responsible for establishing
and maintaining internal financial controls based on the criteria established by the
Company considering the essential components of internal control stated in the Guidance
Note. 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 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 with reference to financial statements 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 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 ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls with reference to financial statements 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 control with reference to financial statements and their operating
effectiveness. Our audit of internal financial controls with reference to financial
statements included obtaining an understanding of such internal financial controls,
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 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 with
reference to financial statements.
Meaning of Internal Financial Controls with reference to Financial Statements
A companys internal financial controls with reference to financial statements 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 controls
with reference to financial statements include those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted accounting principles, and that
receipts and expenditures of the company are being made only in accordance with
authorisations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorised acquisition, use, or
disposition of the companys assets that could have a material effect on the financial
statements.
Inherent Limitations of Internal Financial Controls with reference to Financial
Statements
Because of the inherent limitations of internal financial controls with reference to
financial statements, 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 with
reference to financial statements to future periods are subject to the risk that the
internal financial controls with reference to financial statements may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
|
For Raman S. Shah & Associates |
|
Chartered Accountants |
|
Firms Registration No.: 119891W |
|
Sd/- |
|
Santosh A. Sankhe |
|
Partner |
|
Membership No.: 100976 |
|
UDIN:- 23100976BGXEMJ6691 |
| Place: Mumbai |
|
| Date: 22nd May 2023 |
|
+91-9892691696
