Auditor Report of Praveg Ltd.

Mar 31, 2025

We have audited the accompanying standalone financial statements of Praveg Limited ("the Company"), which comprise the
Balance Sheet as at March 31,2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement
of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and notes to the financial statements,
including a summary of the significant accounting policies and other explanatory information (hereinafter collectively referred
to as "the standalone financial statements").

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 Indian Accounting Standards prescribed under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the
state of affairs of the Company as at March 31,2025, the profit and total comprehensive income, changes in equity and its
cash flows for the year ended on that date.

BASIS FOR OPINION

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under
section 143(10) of the Companies Act, 2013 (SAs). Our responsibilities under those Standards are further described in the
Auditor''s Responsibilities for the Audit of the Standalone 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 (ICAI) together with the independence requirements that are relevant to our audit of the standalone financial statements
under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the ICAI''s 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.

EMPHASIS OF MATTER

We draw attention to Note 42 of the Standalone Financial Statements, detailing the Company''s recognition of ESOP effects as
a liability provision for FY 24-25, amounting to 1.06 Lakhs. This treatment deviates from Ind AS 102, which generally
mandates recognizing such transactions directly within equity reserves. While the Company''s approach was for comparability
and initial implementation, and the financial impact isn''t material or pervasive. Our opinion is not modified in respect of this
matter.

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 statements of the current period. 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 determined the matters described below to be the key audit matters to be communicated in our
report.

1) Accuracy of recognition, measurement, presentation and disclosures of revenues and other related balances in
view of Ind AS 115 "Revenue from Contracts with Customers":-

Key Audit Matter

How our audit addressed this matter: -

The revenue recognition involves

• We assess the company''s process to identify distinct performance obligations,

certain key judgements such as

transaction price and appropriateness of the basis used to measure revenue

identification of distinct

recognized. Our audit approach consisted testing of the design and operating

performance obligations,

effectiveness of the internal controls and substantive testing as follows:

determination of transaction

• We evaluated the design of internal controls relating to revenue recognition. In

price of the identified performance

the process, we selected samples of continuing and new contracts, and tested

obligations, the appropriateness

the operating effectiveness of the internal control, relating to identification of

of the basis used to measure

the distinct performance obligations and determination of transaction price &

revenue recognized over a period

basis of measurement. We carried out a combination of procedures involving

as per Ind AS 115 and its

enquiry and observation, re-performance, assessment of basis of judgement and

presentation in financial

inspection of evidence in respect of operation of these controls.

statements.

• Selected a sample of continuing and new contracts and performed the following

procedures:

• Identification and assessment of the distinct performance obligations in
various contracts with customers.

• Compared these performance obligations with that assessed and recorded
by the Company in books of accounts.

• We tested the samples selected depending upon the risk parameters, type
and nature of revenue and compared with the performance obligations
specified in the underlying contracts.

• Evaluated the contracts on the basis of whether the contract is Fixed Price or
Variable price contract, terms of obligation fulfilment, duration of contract
and accrual points of revenue from such contracts.

• We verified the proof of performance vis-a-vis obligation of performance as
per the contracts and have compared the revenue recognized in accordance
with that.

INFORMATION OTHER THAN THE STANDALONE FINANCIAL
STATEMENTS AND AUDITOR''S REPORT THEREON

The Company''s Management and 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 auditor''s
report thereon.

Our opinion on the financial statements does not cover the other information and we will not express any form of assurance
conclusion thereon.

In connection with our audit of the 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
financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

The other information including Directors'' Report is expected to be made available to us after the date of this auditor''s report.
When we read the other information, if we conclude that there is a material misstatement therein, we are required to
communicate the matter to those charged with governance. We have nothing to report in this regard at present.

MANAGEMENT''S RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS

The Company''s Management and 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, total comprehensive income, changes in equity and cash flows of the Company in accordance with the
Ind AS specified under section 133 of the act and other accounting principles generally accepted in India. 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 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, The Management and Board of Directors are responsible for assessing the
Company''s 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 are responsible for overseeing the Company''s financial reporting process.

AUDITOR''S 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 auditor''s 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
thesestandalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism
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 controls.

• 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)(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 management''s 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 significant doubt
on the Company''s ability to continue as a going concern. 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 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 auditor''s 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.

From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor''s 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.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor''s Report) Order, 2020 (the "Order") issued by the Central Government in terms of
Section 143(11) of the Act, we give in "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, 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 except for the matter stated in the paragraph 2B(f) below on
reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.

c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss including Other Comprehensive
Income, the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flow dealt
with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section
133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

e) On the basis of the written representations received from the directors as on March 31,2025 taken on record
by the Board of Directors, none of the directors is disqualified as on March 31,2025 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". Our report
expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal
financial controls over financial reporting.

g) With respect to the matter to be included in the Auditor''s Report under Section 197(16) of the Act:

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 read with
schedule 5 of the Act.

B) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the

Companies (Audit and Auditors) Rules, 2020, 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 as at March 31,2025 on its financial position in
its standalone financial statements - Refer Notes 39 to the standalone financial statements.

b) The Company did not have any long-term contracts including derivative contracts for which there were any
material foreseeable losses;

c) There has been no amount 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, other than as disclosed in
the notes to the accounts -Note No.59 to the standalone financial statements, 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(s) or entity(ies), 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 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;

(ii) the management has represented, that, to the best of its knowledge and belief, other than as disclosed in
the notes to the accounts, -Note No.60 to the standalone financial statements, no funds have been received
by the company from any person(s) or entity(ies), 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 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; and

(iii) Based on such audit procedures that we have 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) contain any material mis-statement.

e) 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.

f) Based on our examination, which include test checks, the Company has used accounting software for
maintaining its books of account for the financial year ended March 31, 2025 which has a feature of
recording audit trail (edit log) facility and same has been operated for the period throughout the year for all
relevant transactions recorded in the software.

However, we observed that the Company updated its accounting software during the financial year. As a
result of this update, certain portion of the audit trail data from the previous software version was lost. We
were therefore unable to examine the audit trail for the period prior to the software update. For the period
after the audit trail facility was enabled and operated on the updated software, we did not find any instances
of the audit trail feature being tampered with.

For, B. K. PATEL & CO

Chartered Accountants
Firm Regn No. 112647W

CA K. D. Patel

Partner

Ahmedabad Membership No.039199

30-05-2025 UDIN: 25039919BMODZS9937


Mar 31, 2024

We have audited the accompanying standalone financial statements of Praveg Limited (Formerly known as Praveg Communications (India) Limited) ("the Company"), which comprise the Balance Sheet as at March 31,2024, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and a summary of the significant accounting policies and other explanatory information (hereinafter collectively referred to as "the standalone financial statements").

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 Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2024, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.

BASIS FOR OPINION

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Companies Act, 2013 (SAs). Our responsibilities under those Standards are further described in the Auditor''s Responsibilities for the Audit of the Standalone 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 (ICAI) together with the independence requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI''s 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 statements of the current period. 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 determined the matters described below to be the key audit matters to be communicated in our report. For each matter below, our description of how our audit addressed the matter is provided in that context described hereunder.

We have fulfilled the responsibilities described in the Auditor''s responsibilities for the audit of the standalone financial statements section of our 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 standalone 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 standalone financial statements;

1) Accuracy of recognition, measurement, presentation and disclosures of revenues and other related balances in view of

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Key Audit Matter

How our audit addressed this matter: -

The revenue recognition involves certain key judgements such as identification of distinct performance obligations, determination of transaction price of the identified performance obligations, the appropriateness of the basis used to measure revenue recognized over a period as per Ind AS 115 and its presentation in financial statements.

• We assess the company''s process to identify distinct performance obligations, transaction price and appropriateness of the basis used to measure revenue recognized. Our audit approach consisted testing of the design and operating effectiveness of the internal controls and substantive testing as follows:

• We evaluated the design of internal controls relating to revenue recognition. In the process, we selected samples of continuing and new contracts, and tested the operating effectiveness of the internal control, relating to identification of the distinct performance obligations and determination of transaction price & basis of measurement. We carried out a combination of procedures involving enquiry and observation, reperformance, assessment of basis of judgement and inspection of evidence in respect of operation of these controls.

• Selected a sample of continuing and new contracts and performed the following procedures:

- Identification and assessment of the distinct performance obligations in various contracts with customers.

- Compared these performance obligations with that assessed and recorded by the Company in books of accounts.

- We tested the samples selected depending upon the risk parameters, type and nature of revenue and compared with the performance obligations specified in the underlying contracts.

- Evaluated the contracts on the basis of whether the contract is Fixed Price or Variable price contract, terms of obligation fulfilment, duration of contract and accrual points of revenue from such contracts.

- We verified the proof of performance vis-a-vis obligation of performance as per the contracts and have compared the revenue recognized in accordance with that.

2) Regarding the change in the method of depreciation from WDV to SLM and change in the useful life of fixed assets of the Company during the year under audit (see note no 2.3.A & 3.2 to the standalone financial statements regarding effect of above change by which the amount of depreciation has been decreased by Rs. 877.74 lakhs and profit has been increased to that extent and the WDV of the Fixed Assets has been increased by Rs. 877.74 Lakhs.)

Key Audit Matter

How our audit addressed this matter: -

1. The Company has changed the method of depreciation from written down value (WDV) to Straight Line Method (SLM). As per the Indian Accounting Standard 8- Accounting Policies, Changes in Accounting Estimates and Errors, the change in the method of depreciation is a change in the accounting estimate. The method has been changed with prospective effect. Prospective effect means no adjustment will be made for past entries and only in the future depreciation shall be charged by the new method.

1. Change in useful life of asset-Useful life is either

(i) the period over which a depreciable asset is expected to be used by the Company; or

(ii) the number of production or similar units expected to be obtained from the use of the asset by the Company.

The Company has re-estimated the useful life of assets built/created on leasehold land of Praveg''s Tent Cities.

In view of the significance of the matter, we applied the following audit procedures in this area, among others, to obtain sufficient appropriate audit evidences. Our procedures included calling for information from the Management on the suitability of the method used and reasonableness of the assumptions for change in useful life of the assets through performing the following procedure:

• Obtained and assessed the working prepared by the management for change in method of depreciation.

• Obtained and assessed the opinion given by the external agency.

• Evaluate the keys assumptions taken by the management.

• We also evaluated the estimates on revised useful life of the fixed asset taken by the management in financial statement based on historical performance.

• Assessed and validated the appropriateness of the disclosures made in the standalone financial statements

INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITOR''S REPORT THEREON

The Company''s 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 auditor''s report thereon.

Our opinion on the financial statements does not cover the other information and we will not express any form of assurance conclusion thereon.

In connection with our audit of the 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 financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

The other information including Directors'' Report is expected to be made available to us after the date of this auditor''s report. When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

MANAGEMENT''S RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS

The Company''s 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, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS specified under section 133 of the act and other accounting principles generally accepted in India. 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 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 Company''s 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 are responsible for overseeing the Company''s financial reporting process.

AUDITOR’S 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 auditor''s 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 scepticism 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 controls.

• 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)(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 management''s 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 significant doubt on the Company''s ability to continue as a going concern. 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 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 auditor''s 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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s 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.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor''s Report) Order, 2020 (the "Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in "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, 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 except for the matter stated in the paragraph 2B(f) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.

c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss including Other Comprehensive Income, the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

e) On the basis of the written representations received from the directors as on March 31,2024 taken on record by

the Board of Directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a director i n 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". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2020, as amended, in our opinion and to the best of our information and according to the explanations given to us :

a) As informed to us, the Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements;

b) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

c) There has been no amount 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, other than as disclosed

in the notes to the accounts -Note No.59 to the standalone financial statements, 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(s) or entity(ies), 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 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;

(ii) the management has represented, that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, -Note No.60 to the standalone financial statements, no funds have been received by the company from any person(s) or entity(ies), 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 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; and

(iii) Based on such audit procedures that we have 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) contain any material mis-statement.

e) 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.

f) Based on our examination, which include test checks, the Company has used accounting software for maintaining its books of account for the financial year ended March 31, 2024 which has a feature of recording audit trail (edit log) facility and the feature of recording audit trail (edit log) facility was enabled in a phased manner between October-2023 to November-2023 and thus the same has not been operated for the period throughout the year for all relevant transactions recorded in the software.

Further, for the period where audit trail (edit log) facility was enabled and operated for the respective accounting software, we did not come across any instances of the audit trail feature being tampered with.

C. With respect to the matter to be included in the Auditor''s Report under Section 197(16) of the Act:

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) of the Act which are required to be commented upon by us.

For, B. K. PATEL & CO

Chartered Accountants Firm Regn No. 112647W

B. K. Patel

Partner

Ahmedabad Membership No.032199

27-05-2024 UDIN : 24032199BJZYQI5926


Mar 31, 2023

INDEPENDENT AUDITOR''S REPORT

To,

The Members,

Praveg Limited

(Formerly known as Praveg Communications (India) Limited)

Ahmedabad

REPORT ON THE AUDIT OFTHE STANDALONE FINANCIAL STATEMENTS

OPINION

We have audited the accompanying standalone financial statements of Praveg Limited (Formerly known as Praveg
Communications (India) Limited) ("the Company"), which comprise the Balance Sheet as at March 31,2023, the Statement of
Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows
for the year ended on that date, and a summary of the significant accounting policies and other explanatory information
(hereinafter collectively referred to as "the standalone financial statements").

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 Indian Accounting Standards prescribed under section 133 of the Act read with the
Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the
state of affairs of the Company as at March 31,2023, the profit and total comprehensive income, changes in equity and its
cash flows for the year ended on that date.

BASIS FOR OPINION

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under
section 143(10) of the Companies Act, 2013 (SAs). Our responsibilities under those Standards are further described in the
Auditor''s Responsibilities for the Audit of the Standalone 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 (ICAI) together with the independence requirements that are relevant to our audit of the standalone financial statements
under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the ICAI''s 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 statements of the current period. 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 determined the matters described below to be the key audit matters to be communicated in our
report. For each matter below, our description of how our audit addressed the matter is provided in that context described
hereunder.

We have fulfilled the responsibilities described in the Auditor''s responsibilities for the audit of the standalone financial
statements section of our 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 standalone 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 standalone financial statements;

INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITOR''S
REPORT THEREON

The Company''s 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 auditor''s report thereon.

Our opinion on the financial statements does not cover the other information and we will not express any form of assurance
conclusion thereon.

In connection with our audit of the 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
financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

The other information is expected to be made available to us after the date of this auditor''s report. When we read the other
information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those
charged with governance.

MANAGEMENT''S RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS

The Company''s 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, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS
and other accounting principles generally accepted in India. 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 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 Company''s 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 are responsible for overseeing the Company''s financial reporting process.

AUDITOR''S 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 auditor''s 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 resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or the override of internal controls.

• 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)(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 management''s 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 significant
doubt on the Company''s ability to continue as a going concern. 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 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 auditor''s 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.

From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor''s 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.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. As required by the Companies (Auditor''s Report) Order, 2020 (the "Order") issued by the Central Government in terms of
Section 143(11) of the Act, we give in "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the
Order, to the extent applicable.

2. 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 Standalone Balance Sheet, the Standalone Statement of Profit and Loss including Other Comprehensive
Income, the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flow dealt with by
this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133
of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

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 over financial reporting of the Company and the
operating effectiveness of such controls, refer to our separate Report in "Annexure- B". Our report expresses an
unmodified opinion on the adequacy and operating effectiveness of the Company''s internal financial controls over
financial reporting.

g) With respect to the other matters to be included in the Auditor''s 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.

h) With respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2020, as amended, in our opinion and to the best of our information and
according to the explanations given to us :

i) As informed to us, the Company has disclosed the impact of pending litigations on its financial position in its
standalone financial statements;

ii) The Company did not have any long-term contracts including derivative contracts for which there were any
material foreseeable losses;

iii) There has been no amount 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 it''s knowledge and belief, other than as disclosed

in the notes to the accounts -Note No.59 to the standalone financial statements, 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(s) or entity(ies), 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 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 it''s knowledge and belief, other than as disclosed
in the notes to the accounts, -Note No.60 to the standalone financial statements, no funds have been
received by the company from any person(s) or entity(ies), 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 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; and

(c) Based on such audit procedures that we have 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) contain any material mis-statement.

v) 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) As proviso to rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable for the Company only with effect
from April 01, 2023, reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is not
applicable.

For, B. K. PATEL & CO

Chartered Accountants
FRN : 112647W

K. D. Patel

Partner

Date : 30-05-2023 Membership No.039919

Place : Ahmedabad UDIN: 23039919BGVLIJ8067


Mar 31, 2022

OPINION

We have audited the accompanying standalone financial statements of Praveg Communications (India) Limited ("the Company"), which comprise the Balance Sheet as at March 31, 2022, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and a summary of the significant accounting policies and other explanatory information (hereinafter collectively referred to as "the standalone financial statements").

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 Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2022, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.

BASIS FOR OPINION

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Companies Act, 2013 (SAs). Our responsibilities under those Standards are further described in the Auditor''s Responsibilities for the Audit of the Standalone 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 (ICAI) together with the independence requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI''s 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.

EMPHASIS OF MATTER

1. We draw attention to Note No.46 to the accompanying standalone financial statements which explains the uncertainties

and the management''s assessment of the financial impact due to the lockdown and other restrictions related to the COVID-19 pandemic situation, for which a definitive assessment of the impact in the subsequent period is highly dependent upon circumstances as they evolve. Our opinion is not modified in respect of the matter.

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 statements of the current period. 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 determined the matters described below to be the key audit matters to be communicated in our report. For each matter below, our description of how our audit addressed the matter is provided in that context described hereunder.

We have fulfilled the responsibilities described in the Auditor''s responsibilities for the audit of the standalone financial statements section of our 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 standalone 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 standalone financial statements;

1) Accuracy of recognition, measurement, presentation and disclosures of revenues and other related balances in view of Ind AS 115 "Revenue from Contracts with Customers":-

Key Audit Matter

How our audit addressed this matter: -

The revenue recognition involves certain key judgements such as identification of distinct performance obligations, determination of transaction price of the identified performance obligations, the appropriateness of the basis used to measure revenue recognized over a period as per Ind AS 115 and its presentation in financial statements.

• We assess the company''s process to identify distinct performance obligations, transaction price and appropriateness of the basis used to measure revenue recognized. Our audit approach consisted testing of the design and operating effectiveness of the internal controls and substantive testing as follows:

• We evaluated the design of internal controls relating to revenue recognition. In the process, we selected samples of continuing and new contracts, and tested the operating effectiveness of the internal control, relating to identification of the distinct performance obligations and determination of transaction price & basis of measurement. We carried out a combination of procedures involving enquiry and observation, reperformance, assessment of basis of judgement and inspection of evidence in respect of operation of these controls.

• Selected a sample of continuing and new contracts and performed the following procedures:

- Identification and assessment of the distinct performance obligations in various contracts with customers.

- Compared these performance obligations with that assessed and recorded by the Company in books of accounts

- We tested the samples selected depending upon the risk parameters, type and nature of revenue and

- compared with the performance obligations specified in the underlying contracts.

- Evaluated the contracts on the basis of whether the contract is Fixed Price or Variable price contract, terms of obligation fulfilment, duration of contract and accrual points of revenue from such contracts.

- We verified the proof of performance vis-a-vis obligation of performance as per the contracts and have compared the revenue recognized in accordance with that.

INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITOR''S REPORT THEREON

The Company''s 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 auditor''s report thereon.

Our opinion on the financial statements does not cover the other information and we will not express any form of assurance conclusion thereon.

In connection with our audit of the 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 financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

The other information is expected to be made available to us after the date of this auditor''s report. When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

MANAGEMENT''S RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS

The Company''s 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, total comprehensive income, changes in equity and cash flows of the Company in accordance with the Ind AS

and other accounting principles generally accepted in India. 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 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 Company''s 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 are responsible for overseeing the Company''s financial reporting process.

AUDITOR''S 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 auditor''s 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 resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls.

• 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)(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 management''s 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 significant doubt on the Company''s ability to continue as a going concern. 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 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 auditor''s 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.

• Materiality is the magnitude of misstatements in the standalone 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 communicated 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 provided 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.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor''s 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.

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 including Other Comprehensive Income, Statement of Changes in Equity 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 standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;

e) On the basis of the written representations received from the directors as on March 31,2022 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2022 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- A". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company''s internal financial controls over financial reporting.

g) With respect to the other matters to be included in the Auditor''s 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.

h) With respect to the other matters to be included in the Auditor''s 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) As informed to us, the Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements;

ii) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;

iii) There has been no amount 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 it''s knowledge and belief, other than as disclosed in the

notes to the accounts, 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(s) or entity(ies), 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 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 it''s knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been received by the company from any person(s) or entity(ies), 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 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; and

(c) Based on such audit procedures that we have considered reasonable and appropriate in the circumstances, nothing has come to their notice that has caused them to believe that the representations under sub-clause (i) and (ii) contain any material mis-statement.

v) 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.

2. As required by the Companies (Auditor''s Report) Order, 2020 (the "Order") issued by the Central Government in terms of

Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the

Order

For, B. K. PATEL & CO

Chartered Accountants FRN : 112647W

K. D. Patel

Partner

Date : 24-05-2022 Membership No.039919

Place : Ahmedabad UDIN: 22039919AJNQNB3954


Mar 31, 2015

I have audited the accompanying standalone financial statements of SWORD AND SHIELD PHARMA LTD, which comprise the balance sheet as at 31 March 2015, the statement of profit and loss and the cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information

Management's Responsibility for the Standalone Financial Statements

The Company's 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 and presentation 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, read with Rule 7 of the Companies (Accounts) Rules, 2014. 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 financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

My responsibility is to express an opinion on these standalone financial statements based on my audit.

I have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.

I conducted my audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that i comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error, In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall presentation of the financial statements.

I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my audit opinion on the standalone financial statements.

Opinion

In my opinion and to the best of my information and according to the explanations given to me. the aforesaid standalone financial statements give the information required by 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 31 March 2015 and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, I give in the Annexure a statement on the matters specified in the paragraph 3 and 4 of the Order to the extent applicable.

2. As required by Section 143 (3) of the Act, I report that

(a) I have sought and obtained all the information and explanations which to the best of my knowledge and belief were necessary for the purposes of my audit.

(b) In my opinion proper books of account as required by law have been kept by the Company so far as it appears from my 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 my opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014;

(e) On the basis of the written representations received from the directors as on 31 March 2015 taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2015 from being appointed as a director in terms of Section 164 (2) of the Act; and

(f) In my opinion, the Company has adequate internal financial controls systems in place which also operates effectively;

(g) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014. in my opinion and to the best of my information and according to the explanations given to me :

(i) The Company does not have any pending litigations which would impact its financial position ,

(ii) , The Company did not have an long - term contracts including derivative contracts for which there were any material foreseeable losses.

(iii). The Company did not have any fund requiring to be transferred to the Investor Education and Protection Fund by the Company.

ANNEXURE TO THE INDEPENDENT AUDITOR'S REPORT

The Annexure referred to in my Independent Auditors' Report to the members of SWORD AND SHIELD PHARMA LTD on the standalone financial statements for the year ended 31 March 2015, I report that as follows

1. In respect of its fixed assets:-

(a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) As explained to me, the fixed assets have been physically verified by the management during the year in a phased periodical manner, which in my opinion is reasonable, having regard to the size of the Company and nature of its assets No material discrepancies were noticed on such physical verification

2. In respect of its inventories -

(a) As explained to me, inventories have been physically verified by the management at reasonable regular intervals during the year

(b) In my opinion and according to the information and explanation given to me, the procedure of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company has maintained proper records of inventories. As explained to me, there were no material discrepancies noticed on physical verification of inventories as compared to the book records.

3, Loans to Parties Covered Section 189 of the Companies Act,2013 :-

The Company has not granted any secured or unsecured loans to Companies Firms or other parties covered in the register maintained under Section 189 of the Companies Act ,2013. Therefore, no further comment is required

4. Internal Control

In my opinion and according to the information and explanation given to me there exists an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods{ There were no sale of services ). During the course of my audit I have not observed any continuing failure to correct major weakness in internal control system of the Company.

5 Acceptance of Public Deposits

During the year under audit, the Company has not accepted deposits. Consequently, the directive issued by the Reserve Bank of India and the provisions of sections 73 to 76 of the Companies Act along with other relevant provisions of the Companies Act and rules framed thereunder does not become applicable. Besides, as informed to me, no Order of CLB/NCLT/RBI /any Court /other tribunal has been made so far. Therefore no comment has been made by me.

6. Maintenance of Cost records -

I have been informed that the Central Government has not prescribed maintenance of Cost records under Section 148(1) of the Companies Act , 2013 . Therefore, no comments are required to be made .

7. In respect of statutory dues :-

(a) According to the records of the Company . undisputed statutory dues including provident fund, employees' state insurance, income tax ,sales-tax, wealth tax,service tax,duty of customs,duty of excise,value added taxless and any other statutory dues , as may be applicable have been generally regularly deposited with the appropriate authorities excepted with regard to provident fund.

(b) As informed to me, there are no disputed statutory dues , which have not been deposited on account of matters pending before appropriate authorities.

(c) As per the records of the Company, there is no amount which is required to transferred to Investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 ( 1 of 1956 ) and rules made thereunder. Therefore no comment is required thereon.

8 Erosion of Net Worth

The accumulated losses of the Company at the end of the financial year are not less than Fifty percent of its net worth. The Company has not incurred cash losses in the current financial year, however it has incurred cash losses in the immediately preceding financial year.

9. Default of Dues of banks or financial institutions or debenture holders :-

As per the records of the Company, there were no dues to a financial institution or bank or debenture holders Therefore no comments are required thereon,

10. Guarantees given for loans taken by others

As informed to me. the Company has not given any guarantee for loans taken by others from bank or financial institutions. Therefore, no comments are required to be made thereon

11. End use of Term Loans -

There were no terms loans during the year except loans taken from directorsuals without any written agreement Therefore, no comments are required to be made

12. .Frauds noticed or reported

To the best of my knowledge and according to the information and explanations given to me, no fraud on the Company or by the Company has been noticed or reported during the year Therefore, no comments are required to be made,

For, JANAK SONI & ASSOCIATES CHARTERED ACCOUNTANTS F.R.No. 121405W

Place : Ahmedabad C.A. Janakkumar S.Soni (Proprietor) Date : 30th May,2015 M. No.110003


Mar 31, 2013

I have audited the accompanying financial statements of SWORD AND SHIELD PHARMA LIMITED, which comprise the Balance Sheet as at March 31, 2013, and the Statement of Profit and Loss for the year then ended, and a summary of significant accounting policies and other explanatory information.

Managements'' responsibility for the financial statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956. This responsibility includes the design, implementation and maintenance of internal control 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.

Auditor''s responsibility

My responsibility is to express an opinion on these financial statements based on my audit. I have conducted my audit in accordance with the Standard son Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that I comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the a mounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In ma king those risk assessments, the auditor considers internal control relevant to the Company''s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my audit opinion.

Opinion

In my opinion and to the best of my information and according to the explanations given to me, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2013; and '', b) in the case of the Statement of Profit and Loss Account, of the loss for the year ended on that date.

Emphasis of Matter

As required by SA 706, ( Emphasis of Matter Paragraphs and Other Matter Paragraphs in the Independent Auditor''s Report), I annex herewith Annexure "1".

Report On other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, I give in the Annexure "2" a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, I report that:

a) I have obtained all the information and explanations which to the best of my knowledge and belief were necessary for the purpose of my audit;

b) In my opinion proper books of account as required by law have been kept by the Company so far as appears from my examination of those books;

c) The Balance Sheet and Statement of Profit and Loss dealt with by this Report are in agreement with the books of account;

d) In my opinion, the Balance Sheet and Statement of Profit and Loss comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956;

e) On the basis of written representations received from the directors as on March 31, 2013, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2013, from being appointed as a director in terms of clause (g) of sub-section (1) of section 274 of the Companies Act, 1956;

f) Since the Central Government has not issued any notification as to the rate at which the cess is to be paid under section 441Aofthe Companies Act, 1956 nor has it issued any Rules under the said section, prescribing the manner in which such cess is to be paid, no cess is due and payable by the Company.

ANNEXURE "1" TO THE INDEPENDENT AUDITOR''S REPORT

( Referred to in Paragraph " Emphasis of Matter " of My Report of even date on the Accounts for the year ended on 31st March, 2013 of SWORD AND SHIELD PHARMA LIMITED)

1. Valuation of Inventories (AS 2)

I draw your attention to Part -I Note 1 (E) forming part of the financial statements which describe amount of inventory is shown as Certified by the management of the Company.

2. Accounting for Taxes on Income ( AS 22 1

I draw your attention to Part -I Note 1 (g) forming part of the financial statements which describe the Company does not make provision for Current Income Tax Liabilities.

3. Contingent Liabilities

I draw your attention to Part -I Note 1 (h) forming part of the financial statements which describe the Contingent Liabilities have been considered as Certified by the Management of the Company.

4. Related Party Disclosure ( AS 18 )

I draw your attention to Part -I Note 2 (b) forming part of the financial statements which describe the Related Party disclosure has been made as Certified by the management of the Company.

5. Balance Confirmations from Parties

I draw your attention to Part -III Note (a) forming part of the financial statements which describe the balance confirmations from parties to be received.

6. Disclosure under Section 22 of the Micro. Small and Medium Enterprises Development Act. 2006

I draw your attention to Part -III Note (b) forming part of the financial statements which describe not making of the disclosure under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006.

7. Accounting For VAT

I draw your attention to Part -III Note (e) forming part of the financial statements which describe the accounting For VAT is subject to reconciliation with the returns under the relevant laws.

ANNEXURE "2" TO THE INDEPENDENT AUDITOR''S REPORT

( Referred to in Paragraph Report On other Legal and Regulatory Requirements! Sub Para 1) of My Report of even date on the Accounts for the year ended on 31s* March , 2013 of SWORD AND SHIELD PHARMA LIMITED.)

1. In respect of its fixed assets:-

(a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets on the basis of available information.

(b) As explained to me, the fixed assets have been physically verified by the management during

the year in a phased periodical manner, which in my opinion is reasonable, having regard to the size of the Company and nature of its assets. No material discrepancies were noticed on such physical verification.

(c) In my opinion, the Company has not disposed off substantial part of its fixed assets during the year and the going concern state of the Company is not affected.

2. In respect of its inventories:-

(a) As explained to me, inventories have been physically verified by the management at reasonably regular intervals during the year.

(b) In my opinion and according to the information and explanation given to me , the procedure of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) The Company has maintained proper records of inventories. As explained to me, there were no material discrepancies noticed on physical verification of inventories as compared to the book records.

3. (a)The Company has not granted unsecured loans to Companies covered in the register maintained under Section 301 of the Companies Act ,1956Therefore no further comments are required.

(b) The Company has not taken any loans, secured or unsecured loans from companies, firms or other parties covered in the register maintained under Section 301 of the Companies Act, 1956 except Unsecured Loan from Directors amounting Rs. 9,34,000/- which is considered as interest free loan hence no further comments are required.

4. In my opinion and according to the information and explanation given to me, there exists an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchase of inventory, fixed assets and with regard to the sale of goods. During the course of my audit, I have not observed any continuing failure to correct major weakness in internal control system of the Company.

5. (a). The Company has not maintained register under Section 301 of the Companies Act, 1956. As such, I am not able to make any comment.

(b). Since, the Company has not maintained register under Section 301 of the Companies Act, 1956,1 am not able to make comment as to whether the transactions made in pursuance of such contracts or arrangements have been made at prices which are reasonable having regard to the prevailing market prices at relevant time.

6. The Company has not accepted any deposits from public. Consequently the directives issued by the Reserve bank of India read with the provisions of Section 58A, 58AA or any other relevant provision of the Companies Act,1956 and the rules framed there under are not applicable. Therefore, no further comments are made.

7. As per the information and explanation given to me, the Company has not any Internal Audit System commensurate with the size of the Company and nature of its business

8. As informed by the management of the Company, the Central Government has not prescribed maintenance of Cost records under Section 209(1) (d) of the Companies Act, 1956 ; which I have relied upon. Therefore, no comments are required to be made.

9. In respect of statutory dues :-

(a) According to the records of the Company, undisputed statutory dues including Provident Fund,

Employees'' State Insurance Contribution, Income tax, Excise Duty and Customs Duty, Sales tax and other dues have been generally regularly deposited with the appropriate authorities.

(b) As informed to me, there are no disputed statutory dues, which have not been deposited on account of matters pending before appropriate authorities.

10. (a) Accumulated losses of the Company, at the end of the financial year has exceeded fifty percent of its net worth.

(b) The Company has incurred cash losses at the end of the financial year and in the immediately preceding financial year.

11. As per the records of the Company, the Company has not made any borrowings from financial Institutions or banks or debenture holders. Therefore, Clause 4 (xi) of the Companies (Auditor''s Report) Order, 2003 is not applicable.

12. As per the records of the Company, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities. Therefore, Clause 4 (xii) of the Companies(Auditor''s Report) Order, 2003 is not applicable.

13. The Company is not a Chit fund, Nidhi / Mutual benefit fund / society Therefore, Clause 4 (xiii) of the Companies ( Auditor''s Report) Order, 2003 is not applicable.

14. According to the information and explanations given to me, the Company is not dealing or trading in shares, securities, debentures and other investments. Therefore, Clause 4 (xiv) of the Companies (Auditor''s Report) Order, 2003 is not applicable.

15. According to the information and explanation given to me, the Company has not given any guarantee for loans taken by others from banks or financial institutions during the year. Therefore, Clause 4 (xv) of the Companies (Auditor''s Report) Order, 2003 is not applicable.

16. As per the records of the Company and as per the information and explanation given to me, the Company has not taken any Term Loan.. Therefore, Clause 4 (xvi) of the Companies (Auditor''s Report) Order ,2003 is not applicable.

17. According to the information and explanations given to me and on the basis of an overall examination of the Balance sheet of the Company, and Cash flows statement, in my opinion, "prima facie ", no funds raised on a short-term basis have been used for long-term investment.

18. During the year, the Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Companies Act, 1956. Therefore, Clause 4 (xviii) of the Companies (Auditor''s Report) Order, 2003 is not applicable.

19. The Company has not issued any debentures. Accordingly, Clause 4 (xix) of the Companies (Auditor''s Report) Order, 2003 is not applicable.

20. The Company has not raised any money by public issues during the year. Accordingly, Clause 4 (xx) of the Companies (Auditor''s Report)Order,2003 is not applicable.

21. In my opinion and according to the information and explanations given to me, no fraud on or by the Company has been noticed or reported during the year, that causes the financial statements to be materially misstated. Accordingly, Clause 4 (xxi) of the Companies (Auditor''s Report) Order, 2003 is not applicable.

For, JAN AK SONI & ASSOCIATES

CHARTERED ACCOUNTANTS

F.R.N. :-121405W

PLACE:- AHMEDABAD C.A. JanakkumarS.Soni

Proprietor

DATE :-1st,September,2013 M.No.:-110003


Mar 31, 2011

We have audited the annexed Balance sheet of SWORD AND SHIELD PHARMA LTD as at 31/03/2011 and the Profit and Loss Account for the year ended on that date annexed thereto and the Cash flow for the year ended on that date. These financial statements are the responsibility of the Company's management Our respond to express an opinion on these financial statements based on our audit We conducted Our audit m accordance with auditing standards generally accepted in India Those Standards require that We plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement An audit includes examining, on a test basis. evidence supporting the amounts and disclosures in the financial statements. An audit also induces assessing the accounting principles used and significant estimates made by management, as well as evaluating overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

1 This report does includes a statement on the matters specified in paragraph 4 of the Companies (Auditor's Report} Order. 2003. issued by the department of company affairs, in terms of section 227 (4A) of the companies Act, 1956.

2. Further to Our comments in the annexure referred to in paragraph 1 above. 1 state that:

(a) We have 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 books of accounts as required by the law have been kept by the Company so far as it appears from the examination of such books;

(c) The Balance Sheet and the Profit and Loss Account and cash flow statement, dealt with by this report, are in agreement with the said books of accounts:

{d) In Our opinion the Balance Sheet and Profit & Loss Account and cash flow statement comply with the accounting standards referred to in Sub Section 3(c) of Section 211 of the Companies Act, 1956

(e) On the basis of written representation received from the directors as of 31/03/2011 and taken on record by the board of directors, We report that none of the directors is disqualified as of 31/03/2011 from being appointed as a director in terms of clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.

(f) in Our opinion and to the best of Our information and according to the explanations given to us. read with Accounting Policies and notes on Accounting mentioned in schedule 20 & 21. the said accounts give the information required by the Companies Act, 1956. in the manner so required give a true and fair view. In the case of the Balance Sheet, of the State of Affairs of the Company as at 31/03/2011 and; (II) In the case of the Profit and Loss Account, of the profit/ (Loss) of the Company for the year ended on that date.

(iii) Cash flow statement cash flow of the company for the year ended on that date.

4. In respect of intimae control

There are adequate internal control system commensurate with the size of the Company and the nature of its business for me purchase of inventory and fixed assets and for the sale of goods end services. During the course of our audit, no major weakness has been noticed in the Internal control system.

5. In respect of contracts or arrangements need to be entered Into a register maintained up to 301 of the Companies Act, 19S&

(a) According to the Information and explanations provided by the management, we are of the opinion that the company has failed 1o maintain such register and hence we are unable to report the same.

(b) As above

6. In respect of deposits from public

No deposits within the meaning of Sections 58A and 58AA or any other relevant provision of the Ad and rules farmed there under have been accepted by the Company

7. In respect of internal audit system

As per the information and explanations given to us by the management, the company has not placed any Internal audit system

8. In respect of main ten a nee of cost records

To the best of our knowledge and as explained, the Central Government has not prescribed maintenance of cost records under clause {d) of sub-section (1) section 209 of the companies Act, 1956 for the products of the company,

9. In respect of statutory dues

(a) Undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income tax. sales tax, wealth tax, service tax, customs duty, excise duty, cess have generally been regularly deposited with the appropriate authorities though there has been a slight delay in a few cases.

(b) According to the records of the Company, there are no dues of Income lax. sales tax, customs duty, wealth lax, service tax, excise duty, sales tax and cess that have been not been deposited on amount of any dispute,

10. In respect of accumulated Losses and cash Losses

The company have accumulated losses exceeding 50% of its net worth as at 31-03-2011 and has not incurred any cash losses during the cement financial year covered by our audit and immediately preceding financial year.

11. In respect of dues to financial institution / banks' debentures

Based on our audit procedures and as per the information and explanations given by the management. we are of the opinion that the company has not defaulted in repayment of dues 1o a financial institution, bank of debenture holders.

12. In respect of loans and advances granted on the bastes of security

The company has no granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

13. In respect of provisions applicable to Chit fund

In our opinion and according lo information and explanations given to us the company Is not chit fund or a nidhi or mutual benefit fund/society. Accordingly, the provisions of clause 4{xiii) of the Order are not applicable to the company.

(a) Not Applicable

(b) Not Applicable

(c) Not Applicable

(d) Not Applicable

14. In respect of dealing or trading In shares, securities, debentures and other investment According to information and explanations given to us the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Order are not applicable to the company

15. In respect of guarantee given for loans taken by others In our opinion and according to the information and explanations given to us, the company has not given any such guarantee.

16. In respect of application of term loans

The company did not have any term Loans outstanding during the year,

17. In respect of fund used

According to the information and explanations given to us and on overall examination of the balance sheet and cash How statement of the company, we report that no funds raised on short term basis have been used for long-term investment,

18. In respect of preferential allotment of shares

During the year, the company has no made any preferential allotment of shares to parties and companies covered and recorded 'in the register maintained under section 301 of the Act.

19. In respect of securities created for debentures

The company has not issued any debentures during the year. Therefore provisions of clause 4(xix) of the Order are not applicable to the company.

20. In respect of end use of money raised by public issues

The company has not raised any money from the public during the year under audit

21. In respect of fraud

According to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year.

For A. C. BRAHMAKSHATRIYA & CO.

{Chartered Accountants)



(Reg) No.044506

ANIL C. BRAHMASHATRIYA

(Proprietor)

Membership No:044506 Place : AHEMEDABAD

Date:30/08/2011


Mar 31, 2010

We have audited the annexed Balance sheet of SWORD AND SHIELD PHARMA LTD, as at 31/03/2010 and the Profit and Loss Account for the year ended on that date annexed thereto and the Cash flow for the year ended on that date. These financial statements are the responsibility of the Companys management. Our responsibility is to ex- press an opinion on these financial statements based on our audit.

We conducted Our audit in accordance with auditing standards generally accepted in India. Those Standards require that We plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclo- sures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

1. This report does includes a statement on the matters specified in paragraph 4 of the Companies (Auditors Report) Order, 2003, issued by the department of company affairs, in terms of section 227 (4A) of the compa- nies Act, 1956.

2. Further to Our comments in the annexure referred to in paragraph 1 above, I state that:

(a) We have 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 books of accounts as required by the law have been kept by the Company so far as it appears from the examination of such books;

(c) The Balance Sheet and the Profit and Loss Account and cash flow statement, dealt with by this report, are in agreement with the said books of accounts;

(d) In Our opinion the Balance Sheet and Profit & Loss Account and cash flow statement comply with the accounting standards referred to in Sub Section 3(c) of Section 211 of the Companies Act, 1956.

(e) On the basis of written representation received from the directors as of 31/03/2010 and taken on record by the board of directors, We report that none of the directors is disqualified as of 31/03/2010 from being appointed as a director in terms of clause (g) of sub section (1) of Section 274 of the Companies Act, 1956.

(f) In Our opinion and to the best of Our information and according to the explanations given to us, read with Accounting Policies and notes on Accounting mentioned in schedule 22 & 23, the said accounts give the information required by the Companies Act, 1956, in the manner so required give a true and fair view.

(i) In the case of the Balance Sheet, of the State of Affairs of the Company as at 31/03/2010 and;

(ii) In the case of the Profit and Loss Account, of the profit/ (Loss) of the Company for the year ended on that date.

(iii) Cash flow statement, cash flow of the company for the year ended on that date.



ANNEXURE TO THE AUDITORS REPORT



1. In respect of its fixed assets:

(a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) Fixed assets have been physically verified by the management during the year and as informed, material discrepancies were identified on such verification. These have been properly dealt with in the books of account.

(c) No substantial part of fixed assets have been disposed off during the year, and it has not affected the going concern.

2. In respect of its inventories:

(a) Physical verification of inventor} has been conducted at reasonable intervals by the management.

(b) Procedures for physical verification of inventory followed by the management is reasonable and adequate in relation to the size of the company and the nature of its business. There is no inadequacies in such procedures that should be reported.

(c) Company is maintaining proper records of inventory. No material discrepancies were noticed on physical verification.

3. In respect of loans granted and taken to / from parties covered in the register maintained u/s 301 of the Companies Act, 1956.

(a) The company has granted interest free unsecured loans as Intercorporate Loans covered in the register maintained under section 301 of the Companies Act, 1956. The maximum amount involved during the year was Rs. 1982505 and the year end balance of loans granted to such parties was Rs. 1782505.

(b) As per the information and explanations received by us from the management, we are of the opinion that such loans are without any stipulation as to predefined recovery schedule.

(c) During the current year the company was able to recover only Rs. 200000 as against Rs. 415000 for the P.Y. 2008-09.

(d) We have no further reservations apart from what is stated in clause (iii)(c) above.

(e) The company has not taken" any loans, secured or unsecured from companies, firms or other parties cov- ered in the register maintained u/s 301 of the companies Act-1956.

(f) The company has taken interest free unsecured loans preceding the current previous year without stipula- tion as to predefined repayment schedule.

(g) We have no further reservations apart from what is stated in clause (iii)(f) above.

4. In respect of internal control

There are adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory and fixed assets and for the sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

5. In respect of contracts or arrangements need to be entered into a register maintained u/s 301 of the Companies Act, 1956 6+2+6 (a) In our openion the transcations that need to be entered in to the register maintained under section 301 of the companies act 1956. have been entered as required by the provisions of the said section.

(b) In our openion and according to the information and explanation given to us the transaction made in pursuance of such contracts or arrangements entered in the register maintained under section 301 of the companies Act. 1956 and aggreagating during the year to Rs. 5,00,000/- or more in respect of any party have not been made.

6. In respect of deposits from public

No deposits within the meaning of Sections 58A and 58AA or any other relevant provision of the Act and rules farmed there under have been accepted by the Company.

7. In respect of internal audit system

As per the information and explanations given to us by the management, the company has not placed any internal audit system.

8. In respect of maintenance of cost records

To the best of our knowledge and as explained, the Central Government has not prescribed maintenance of cost records under clause (d) of sub-section (1) section 209 of the companies Act, 1956 for the products of the • company.

9. In respect of statutory dues

(a) Undisputed statutory dues including provident fund, investor education and protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, customs duty, excise duty, cess have gener- ally been regularly deposited with the appropriate authorities though there has been a slight delay in a few cases.

(b) According to the records of the Company, there are no dues of Income tax, sales tax, customs duty, wealth tax, service tax, excise duty, sales tax and cess that have been not been deposited on amount of any dispute.

10. In respect of accumulated lesses and cash losses

The company does not have accumulated losses exceeding 50% of its networth as at 31-03-2010 and has not incurred any cash losses during the current financial year covered by our audit and immediately preceding financial year.

11. In respect of dues to financial institution / banks / debentures

Based on our audit procedures and as per the information and explanations given by the management, we are of the opinion that the company has not defaulted in repayment of dues to a financial institution, bank of deben- ture holders.

12. In respect of loans and advances granted on the basis of security

The company has not granted loans and advances on the basis of security by way of pledge of shares, deben- tures and other securities.

13. In respect of provisions applicable to Chit fund

In our opinion and according to information and explanations given to us the company is not chit fund or a nidhi or mutual benefit fund/society. Accordingly, the provisions of clause 4(xiii) of the Order are not applicable to the company.

(a) Not Applicable

(b) Not Applicable

(c) Not Applicable

(d) Not Applicable

14. In respect of dealing or trading in shares, securities, debentures and other investment According to information and explanations given to us the company is not dealing in or trading in shares, securities, debentures and other investments. Accordingly, the provisions of clause 4(xiv) of the Order are not applicable to the company.

15. In respect of guarantee given for loans taken by others

In our opinion and according to the information and explanations given to us, the company has not given any such guarantee.

16. In respect of application of term loans

The company did not have any term loans outstanding during the year.

17. In respect of fund used

According to the information and explanations given to us and on overall examination of the balance sheet and cash flow statement of the company, we report that no funds raised on short-term basis have been used for long- term investment.

18. In respect of preferential allotment of shares

During the year, the company has not made any preferential allotment of shares to parties and companies covered and recorded in the register maintained under section 301 of the Act.

19. In respect of securities created for debentures

The company has not issued any debentures during the year. Therefore provisions of clause 4(xix) of the Order are not applicable to the company.

20. In respect of end use of money raised by public issues

The company has not raised any money from the public during the year under audit.

21. In respect of fraud

According to the information and explanation given to us, no fraud on or by the company has been noticed or reported during the year.

Place: AHMEDABAD For A. C. BRAHMAKSHATRIYA & CO.

(Chartered Accountants)

Reg No. :044506

Dated: 01/09/2010 ANIL C. BRAHMAKSHATRIYA

M.No. 044506

(Proprietor)

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