We have audited the accompanying standalone financial statements of Pyxis Finvest Limited (“the Company”), which comprises of
standalone Balance Sheet as at 31 March 2024, 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 for the year then ended, and notes to the standalone
financial statements, including a summary of significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid 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 (“Ind AS”) prescribed under section 133 of the Act read with Companies (Indian Accounting
Standards) Rules, 2015, as amended, and other accounting principles generally accepted in India, of the state of affairs of the Company as
at 31 March 2024, its profits (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities
under those 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 ethical 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 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 significant 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 that there are no key audit matters to communicate in our report.
Matter of Emphasis
We draw attention to point no “O” of Additional disclosures as required by the Reserve Bank of India covered under Note No. Additional
(p-q), to the financial statements which describes the exceeding of the single party and Single Group exposure limit.
We draw attention to Note 30 to Financial Accounts i.e, Events occurring after reporting period in respect of change in shareholding and
change in management. The RBI vide its letter dated May 10, 2024 has granted prior approval to the company for proposal of change in
shareholding and change of management, subject to the compliance of relevant provisions of Master Direction -Reserve Bank of India
(Non-Banking Financial Company)
In the opinion of management no provision is required for, Income Tax demands under income Tax Section 143(1)(a) for Rs. 20,64,000/-
& Rs. 41,12,400/- vide orders dated 17/09/2018 & 10/05/2020 respectively which are subject to revision /rectification.
Our opinion is not modified in respect of above.
Information Other than the Standalone Financial Statements and Auditor’s report thereon
The Company’s Board of Directors is responsible for the preparation of other information. The Other information comprises the
information included in the Company’s annual report but does not include the standalone financial statement and our auditor’s report
thereon which we obtained prior to the date of this auditor’s report, and Annual Report, which is expected to be made available to us after
that date.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so,
consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during
the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we required to report
that fact. We have nothing to report in this regard.
Responsibilities of Management and those charged with Governance 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 (including other
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
of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of
adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the 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 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 is also 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 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 are also:
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design
and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the
Company has adequate internal financial control 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 the 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 entity’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 report. However, future
events or conditions may cause the entity 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 of India in terms
of sub-section (11) of Section 143 of the Act, we give in the Annexure “A” a statement on the matters specified in paragraphs 3
and 4 of the Order, to the extent applicable.
2. [A] As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit.
(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books and records.
(c) The Standalone Balance sheet, the Standalone Statement of Profit & Loss (including other comprehensive income),
Statement of Changes in Equity and the Standalone Statement of Cash Flow dealt with by this Report are in agreement
with the books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under
Section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended.
(e) On the basis of the written representation received from the directors as on March 31, 2024 taken on records by the Board
of Directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a Director in terms of
Section 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating
effectiveness of such controls, refer to our separate Report in Annexure “B”.
(g) Company has not paid or provided for managerial remuneration during the year, accordingly reporting under section
197(16) of the Act is not applicable.
[B] With respect to the matters to be included in the Auditor’s report in accordance with the rule 11 of the Companies (Audit
and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us,
we report that:
i. There were no pending litigations which would impact the financial position of the Company, subject to read with note
no. 28 for Income Tax demand.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.
iii. There is 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, 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, 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, as disclosed in the notes to 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, 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.
(c) Based on the audit procedures it has been considered reasonable and appropriate in the circumstances, nothing has
come to our notice that has caused us to believe that the representations under subclause (i) and (ii) of Rule 11(e), as
provided under [B] (iv) (a) and (b) above, contain any material misstatement.
v. The Board of Directors of the Company have not proposed dividend for the current year and in the previous year.\
vi. As required by Section 143(5) of the Act, we report that:
The company has system in place to processes all accounting transactions through IT System.
The company processes all accounting transactions through IT System. No accounting is done outside the IT system and
hence does not have any financial implications.
i. Based on our examination, which included 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 same has operated throughout the year for all relevant transactions recorded in the software. Further, during the
course of our audit we did not come across any instant of the audit trail feature being tampered with.
As proviso to Rule 3(1) of the companies (Accounts) Rule,2014 is applicable from April 1, 2023 reporting under Rule 11(g) of the
companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory requirements for record retention is not
applicable for the financial year ended March 31, 2024.
For P. D. Saraf & Co.
Chartered Accountants
(Firm Registration No. 109241W)
Sd/-
(N. L. Maheshwari)
Partner
M. No. F-11347
UDIN: 24011347BKFERT8445
Place: Mumbai
Date: 30th May 2024
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