To,
The Members of
VARUN MERCANTILE L1MTED
REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS
OPINION
We have audited the accompanying Standalone Financial Statements of VARUN MERCANTILE
L1MTED ("the Company"), which comprise the Balance sheet as at March 31 , 2023,
the Stateme nt of Profit and Loss, including the Statement of other Comprehensive Income,
the cash flow statement and the statement of Changes in Equity for the year then ended,
and notes to the financial statement 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 explanation
given to us, the aforesaid Standalone Financial Statement 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 Standalone Financial Statements in accordance with the
Standard 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 Standalone Finan cial 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 requirement
that are relevant to our audit of the financial statement 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 audit
opinion on the Standalone Financial Statements.
KEY AUDIT MATTERS
Key audit matters are those matters that, in our professional judgment. were of most
significance in our audit of the Standalone Financial Statement for the financial year
ended March 31, 2023. These matters were addressed in the context of our audit of the
Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters.
We have fulfilled the responsibilities described in the Auditors responsibilities for
the audit of the Standalone Financial Statements section of our report. Accordingly, our
audit included the performance of procedures designed to respond to our assessment of the
risks of material misstatement of the Standalone Financial Statements. The results of our
audit procedures, including the procedures performed, provide the basis for our audit
opinion on the accompanying Standalone Fina ncial Statements.
INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITO RS 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 Standalone Financial Statements and our auditors report thereon.
Our opinion on the Standalone 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 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.
RESPONSIBILITIES OF MANAGEMENT FOR THE STANDALONE FINANCIAL STATEMENTS
The Companys Board of Directors is responsible for the matters stated in section
134(5) of 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 including
other comprehensive income, cash flows and changes in equity of the Company in accordance
with the accounting principles generally accepted in India, including the Indian
Accounting Standards (Ind AS) specified under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 preventing and detecting frauds
and other irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and the 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 Standalone Financial
Statements that give a true and fair view and are free from material misstatement, whether
due to fraud or error.
In preparing the Standalone Financial Statements, management is responsible for
assessing the Companys ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless
management either intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the Companys financial
reporting process.
AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS
Our objectives are to obtain reasonable assurance about whether the Standalone
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 Standalone 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 resultinq 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 system 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.
• 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 lelated to events or conditions that may cast significant doubt "tithe
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.
• 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 malters, 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 commun icate with them
all relationsh ips and other malters that may reasonably be thought to bear on our
independence, and where applicab le, related safeguards .
From the matters commun icated with those charged with governance, we determine those
matters that were of most significance in the audit of the Standalone Financial Statements
for the financial year ended March 31, 2023 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 conseque nces of doing
so would reasonably be expected to outweigh the public interest benefits of such
communication.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by the Companies (Auditors Report) Order, 2020 ("the Order"),
issued by the Central Government of India in terms of sub-section (11) of section 143 of
the Act, we give in the "Annexure 1" a statement on the matters specified in
paragraphs 3 and 4 of the Order;
2. 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;
(e) The Balance Sheet, the Statement of Profit and Loss inclUding the Statement of
Other Comprehensive Income, the Cash Flow Statement and Statement of Changes in Equity
dealt with by this Report are in agreement with the books of account; (d) In our opinion ,
the aforesaid Standalone Financial Statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Companies (Indian Accounting Standards)
Rules, 2015, as amended; (e) As per the management representation we report,
-no funds have been advanced or loaned or invested by the company to or in any other
person(s) or entities, including foreign entities ("Intermediaries"), with the
understanding that the intermediary shall whether directly or indirectly lend or invest in
other persons or entities identified in any manner by or on behalf of the company
(Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of
ultimate beneficiaries.
-no funds have been received by the company from any person(s) or entities including
foreign entities ("Funding Parties") with the understanding that such 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
beneficia ries) or provide guarantee, security or the like on behalf of the Ultimate
beneficiaries.
Based on the audit procedures performed, we report that nothing has come to our notice
that has caused us to believe that the representations given under sub-clause (i) and (ii)
by the management contain any material mis-stateme nt.
(f) In our opinion Company has complied with section 123 of the Companies Act,2013 with
respect to dividend declared/paid during the year.
(g) On the basis of the written representatio ns 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;
(h) With respect to the adequacy of the internal financial controls with reference to
Standalone Financial Statements and the operating effectiveness of such controls, refer to
our separate Report in "Annexure 2" to this report;
(I) With respect to the other mailers to be included in the Auditors Report in
accordance with the requirements of section 197(16) of the Act, as amended: In our opinion
and to the best of our information and according to the explanations given to us, the
remuneration paid by the Company to its directors during the year is in accordance with
the provisions of section 197 of the Act.
Ul With respect to the other mailers 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:
i) The company does not have any pending litigations which would impact on its Ind As
financial position in its financial statements.
i1) The company did not have any long-term contract including derivative contracts for
which there were any material foreseeable losses.
iii) There were no amounts which were required to be transferred to the Investors
Education and protection Fund by the company.
"ANNEXURE "1" to the Independent Auditors Report on the Financial
Statements of VARUN MERCANTILE L1MTED.
(Referred to in Paragraph 1 und er the heading of Report on Other Legal and Regulatory
Requirem ents of our report of even date)
we report that:
(i) The Company does not have Property, Plant and Equipment and hence reporting under
this clause is not applicable. .
(iiI a) The Company does not have any inventory hence reporting under this clause is
not required.
b) During any point of time of the year, the company has not been sanctioned any
working capital limits, from banks or financial institutions on the basis of security of
current assets. Therefore, the provisions of Clause (ii){b) of paragraph 3 of the order
are not applicable to the company
(iii) In our opinion and based on the information and explanation given to us the
company has not granted any loan, secured or unsecured to companies, firms, Limited
Liability Partnerships, or other parties covered in the register maintained under section
189 of the Companies Act 2013.
Accordingly, the provisions of clause 3 (iii) (a), (b) and(c) of the Order are not
applicable to the Company.
(iv) According to the information and explanations given to us and on the basis of
representations of the management which we have relied upon, the Company has not given any
loans hence the provision of clause (iv) of the order are not applicable to the company.
(v) According to the information and explanations given to us, the Company has not
accepted deposits from the public in terms of provisions of sections 73 to 76 of the
Companies Act, 2013 therefore reporting under this clause is not applicable.
(vi) According to the rules prescribed by the Central Government for the maintenance of
cost records under section 148(1) of the Companies Act, 2013 is not applicable to the
company therefore reporting under this clause is not required.
(vii) a) According to the information and explanations given to us and the records of
the Company examined by us, in our opinion, the Company has been generally regular in
depositing statutory dues as applicable, with the appropriate authorities. There are no
statutory dues that are outstanding as of March 31, 2023, for a period of more than six
months.
b) As of the year-end, according to the records of the Company and information and
explanations given to us, there are no disputed statutory dues outstanding on the company.
(viii) In our opinion and according to the information and explanations given to us,
there is no any transaction not recorded in the books of account have been surrendered or
disclosed as income during the year in the tax assessments under the Income Tax Act , 1961
(43 of 1961)
(ix) According to the records of the Company examined by us and the information and
explanations given to us, the Company has not obtained any loans from the financial
institution and debenture holders therefore reporting of repayments of such loans under
this clause is not applicable.
Accordingly, the provisions of Clause 3(ix) (a), (b), (c), (d), (e) & (f) of the
Order are not applicable to the Company.
(x) According to the information and explanations given to us, on an overall basis, the
company has not raised any money by way of initial public offer or further public offer
(including debt instruments).
(xi) a) According to the information and explanations given to us and on the basis of
representation of the management which we have relied upon, no fraud by the Company or on
the company by its officers or employees has been noticed or reported during the year. b)
During the year no report under sub-section (12) of section 143 of the Compa nies Act has
been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit
and Auditors) Rules, 2014 with the Central Government. c) As auditors, we did not receive
any whistle-blower complaints during the year.
(xii) Since the company is not a Nidhi company. therefore this clause is not
applicable.
(xiii) According to the information and explanations given to us, all transactions with
the related parties are in compliance with section 177 and 188 of The Companies Act, 2013
as applicable and the details have been disclosed in the Financial Statements as required
by the applicable accounting standards.
(xiv) The Internal Aud it system of the company is commensurate with the size and
nature of its business .
(xv) According to the information and explanations given to us based on our examination
of the record of the company. the company has not entered into any noncash transactions
with directors or persons connected with him. Therefore the provisions of clause 3(xv) of
the order are not applicable.
(xvi) a) The company is not required to be registered under section 45-IA of the
Reserve Bank of India Act, 1934. b) The company has not conducted any Non?Ba nking
Financial or Housing Finance activities during the year. c) The company is not a Core
Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India.
d) As per the information and explanat ions received, the group does not have any CIC as
part of the group.
(xvii) The Company has not incurred cash loss in the current financial year as well as
immediately preceding financial year.
(xviii) There has been no resignation of the previous statutory auditors during the
year.
(xix) On the basis of the financial ratios. aging and expected dates of realization of
financial assets and payment of financial liabilities, other information accompanying the
financial stateme nts, the auditors knowledge of the Board of Directors and management
plans. we are of the opinion that no material uncertainty exists as on the date of the
audit report that company is capab le 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.
(xx) There is no liability of the company under the provisions of sect ion 135 of the
Companies Act, reiating to Corporate Social Responsibility. Therefore, the provisions of
Clause (xx) of paragraph 3 of the order are not applicable to the Company.
(xxi) The company has not made investments in the subsidiary company. Therefore, the
company does not require to prepare a conso lidated financial statement. Therefore, the
prov isions of Clause (xxi) of paragraph 3 of the order are not applicable to the Company.
ANNEXURE " 2" TO THE INDEPENDENT AUDITORS REPORT
Referred to in paragraph 2(f) of our Report of even date to the Members of VARUN
MERCANTILE L1MTED for the year ended 31st March, 2023.
Report on the Internal Financial Controls under Clause (I) of Sub-section 3 of Sect ion
143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls with reference to Standalone Financial
Statements of VARUN MERCANTILE L1MTED as of 31st March 2023, in conjunction with our audit
of the Standalone Financial Statements of the Company for the year ended on that date.
Management s Responsibility for Internal Financial Controls
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
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 infonmation, as required under
the Companies Act. 2013.
Audi tors Responsibility
Our responsibility is to express an opinion on the Companys internal financial
controls with reference to Standalone Financial Statements based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting (the "Guidance Note") and the Standards on
Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the
Companies Act, 2013, 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
Institute of Chartered Accountants of India. Those Standards and the Guidance Note require
that we comply with ethical requirements and plan and perfonm the audit to obtain
reasonable assurance about whether adequate internal financial controls with reference to
Standalone Financial Statements was established and maintained and if such controls
operated effectively in all material respects.
Our audit involves perfonming procedures to obtain audit evidence about the adequacy of
the internal financial controls system with reference to Standalone Financial Statements
and their operating effectiveness. Our audit of internal financial controls with reference
to Standalone Financial Statements included obtaining an understanding of internal
financial controls with reference to Standalone Financial Statements, 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 system
with reference to Standalone Financial Statements.
Meaning of Internal Financial Controls with reference to Standalone Financial Stateme
nts .
A companys internal financial control with reference to Standalone 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 control with reference to Standalone Financial Statements includes those
policies and procedures that (1)Pertain to the maintenance of records that, in reasonable
detail ,accurately and fairly reflect the transactions and dispositions of the assets of
the company; (2) Provide reasonable assurance that transactions are recorded as necessary
to permit preparation of financial statements in accordance with generally accepted
accounting principles, and that receipts and expenditures of the company are being made
only in accordance with authorizations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use, or disposition of the companys assets that could have a material effect
on the financial statements.
Inherent Limitations of Internal Financial Controls with reference to Standalone
Financial Statements
Because of the inherent limitations of internal financial controls with reference to
Standalone 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 Standalone Financial Statements to future periods are subject
to the risk that the internal financial control with reference to Standalone Financial
Statements 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, the Company has, in all material respects, an adequate internal
financial controls system with reference to Standalone Financial Statements and such
internal financial controls with reference to Standalone Financial Statements were
operating effectively as at 31st March 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 on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered Accountants of India.
+91-9892691696
