1. We have audited financial statements of CIL Nova Petrochemicals Limited ("the Company"), which comprise the Balance Sheet as at 31st March, 2024, and the Statement of Profit and Loss (including othercomprehensive income), the Statement ofChangesi n Equity and Statement of Cash Flows for the year then ended and notes to the financial statements, including a summary of the material accounting policies and other explanatory information (hereinafter referred to as "Standalone Financial Statements").
2. 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 uuder Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 21015, ere amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March, 2024, and its profit, othercomprehensive income,its cash flows and the changes in equity forthe year ended on that date.
Basis for Opinion
3. We conducted our audit in aecordanve witb the Standards on Auditing ("SAs") specified under section 143(10) of the Act. Our responsibilities under those Standards are further desctibed in the Auditor's Responsibilities for the Audit of the Standalone Financial Statements section of our reporb. We are indspendent of the Company in accordsnce with the Code of7 Ethics issued by the Institute of Chartered Accountants of India togetper with tire ethical requirements that are relevant to our audit of the Standalone financial statements under the provisions ohthe Companies Act, 2013 and the Rules there under and we have fulfilled our ethical responsibilities in accordance with these requirementa and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis ior our opinion on ehe Staedalone Financial Statement.
Emphasis of Matter
4. As described in the Note 52 to the financial Statement, the Income Tax Department had carried outthe survey at t hie comp any's business premises from July 20, 2022 to July 22, 2022. The assessments for the period covered by survey are pend ing.The management does not expect any material additional liability as a result of the search and hence no provision for the additional income tax liability has been made by the company.
Our opinion is not modified in respect of the above matter.
5. Key audit matters are those matters that, in our professional, judgment were, of most significance in ourauditnfthe,standalonefinancial statements of the current period.
These matters were addressed in the context ofouraudit, ofthe standalone financialstatements as a whole, and in forming our opinion thsreon, and we do nof provide a separate opinion, on these matters.
6. Key audit matter identified in our audit is on assessment of Non-current assets held for sale & discontinued Operations as follows:
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Key audit matter
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Howourauditaddressed the key audit matter
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Non current assets held for sale & discontinued Operations
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The Board of Directors of the company had approved
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Our audit procedures include the following substantive procedures:
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the sale of Polyester Yarn Unit through slump sale via Business Transfer Agreement (BTA) to its related party of its Pnlyester Yarn Unit last year. During the year under consideration the company has decided to discontinue the process of sale of Polyester
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We have reviewed the company's accounting policy/ for non-current assets held for sale & discontinued operations and itr appropriateness in accordance with Ind AS 105: Non-current Assets held for sale & Discontinued Orations.
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Yann Unit through slump sale via Business Transfer
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We read the minutes of meetings of Board of directors bor approving the
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Agreement (BTA) & decided to dispose the Property,
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sale/disposal of the aforesaid assets.
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Plant & Equipment of Polyester Yarn Unit individually & further evalaadeS that certain Property, Plant & iquipment (PPE) that can be used in the further course of business of the company may be reclassified
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We Nave inquired with the Key Managccial Perdonnel to obtain an understanding of the company's future action plan and discussed on rational on reclaosification of assets to its original class of asset.
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to its original class of asset.
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We checteh whether the company has provided depueciation on phose
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Accosdingly, assets of Polyester Yarn unit that were presented asHeld for Sale and discontinued operations from the standalone financial statements perspective
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reclassified assets from the date they were classified as held for sale. Also chec°ed whethef the company has continued to not provide deprecianon on the assets that were not reclassified.
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and no longer held for sale due the change in the
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We have verified that the Non-current Assets pertaininp to the Business
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plan for sale have now been reclassified as PPE in
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of Polyester yarn Unit as op e1 March 2024 which have been disclosed
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nccordance with Ind AS 105, Non-current Assets Held
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separately in the standalone financial statements, in line with the
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for Sale and Discontinued Operations Considering the
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afore-mentioned accounting standard and analysed if there is any
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significance of amounts and complexities involved,
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impairment loss.
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we determinfd this to be a Key Audit Matter.
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We verified tSe aualysiu prepared by the Company for the oreounts to be
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Refes note 2(v) material accounting policies and Note
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disclosed as discontinued operations in the statement of profit and loss
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15 and 51 to the standalone Financial statements.
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for the current and previrnu yenrs.
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We assessed the adequacy of the disclosures in note 15 & 51 of standalone financial seatements in accordance with the requirements of Ind AS 105: NonCurrent Assetn Field Oor sale and Discontinued Operations.
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Information other than the Standalone Financial Statements and .Auditors' Report thereon.
7. The Company's Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Board's Report including Annexures to Board's Report, Business Responsibility Report, Corporate Governance and Shareholder's Information and other information in the Company's annual report, but does not include the standalonefinancial statements and our auditor's report thereon. The other information is expected to be made available to us after the date ofthiisauditor's report.
Our opinion on the Standalone esancial statements does not cover the other information and we do not express any form ofassurance conclusionthereon.In connection withourauditoftheStandalone financial statements, our responsibility is to readthe 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.
When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to com municate th e matter to those charged with governance and as may be legally advised.
8. Tiee Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparati on of these Standalone financial statements that give a true and fair view of tiee financial position, financial performance including other Comprehensive Income, changes in equity and cash flows of the Compony in accordance with the Ind AS and opher accounting principles generally accepted in India including the Accounting Standards specified unCer Section 133 of the Act.This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets ofthe Companyend forpreventing and detecting frauds and other irregularities; selection and application of appropriate implementation aad maintenance of accounting policies; making judgments and estimates that ase reasonable and prudent; and design, implsmentation and mainSenance of adequate internal financial controls, that were operating effectively for vnsuring the accuracy and completeness of the accounfing rfcords, relevant to the preparation and presentation odtde Standalone financial statements that give a true; and fair view and are free from material misstatement, whether due to fraud sn error.
9. In preparing the Standalone financial statements, management is responsible for assessing the Company's ability to continue! as a going cuncetn, disrlosing, as applicable, matters related to going concern and using the going concern basis of accounting unless managemont eitlnr intends to liquidate the Company orto cease openations, or has no retlistic alternative but to (to so.
10. Thoss Board of Dke ctors a re also res pon sible for overseeitg the Compa ny's financial reporting pro cesr.
Auditor's Resphnsibilities for the Audi° ofthe Standalone Financial Stntementi
11. Our objeclcives art to othtain reasenable asrursnce about whetherthe Standalone financial statements as a whole are free from material misstatiment,whether due po frrud of error, and to issne an aupitor's report that includes ouropinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conductedin accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are cansidered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisione of users taken on the basis of these Standalone financial statements.
12. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional sknpticism throughout the audit. We also:
• Identify and assess the rirks of7 material misstatemerl: of7 the Standalone financial statements, whether due to fraud or error, design and perform audit procedsres responsive to phose risks, and obtain audit evidence that is sufficient and appropriate to provide a basis of opinion. The risk of7 not detecting a material misstatement resultiug from fraud is higher than for our resulting from error, as fraud may involve collusipn,forgery, intentional omission s, misrepresentations, or the override of internal control.
• Obtain an understanding oSintehnalcontrol relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) ofthe Act, we are also responsible for expressing our opinion on whether the company has adequate internal financialuortrol system ie place and the operating effectiveness of such controls.
• Evaluate the appropriateness of ttcounting ponies uced and the reasonablenesr of7 accounting estimates and related disclosures made by the management.
• Conclude on the appropriateness ofmanagement'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 report. However, future events or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the Standalone financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
13. We communicate with those charged with governance regarding, among other matters, the planned scope and timing ofthe auditand significant audit findings, including any significant deficiencies in internal control that we identify during ouraudie.
14. We also provide those charhed wi th hovernan ce with a state ment that we have co mpli ed with relevant ethicalrequirements 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.
15. From the matters communicated with those charged with governance, we determine those matters thatwere of mostsignificaoce in the audit ofthe Stacdalone financiol statements ofohe current p eriod and are tirerefore the key audit matters. We describe theie mattersin our auditor's re poet inless law or regulation precludes publie d isdosure about: th e matter or when,in rstremely rare circumstan ces, wu determine that a matter should not: be communicated in otr report because the adverse consrquences of doing so would reasonably be expected to oeltweigh the public mterrut benefits of7 eech commumcation.
Report on OtSer Legal and Regulafory Requirements
16. At reqrired by the Companies (Auditor's Report) Order, 2020 ("the Order") issued ley tire Cettrul Government of1 nd ta fn tntms ofSoction 14°(11) of the Act, ws give ie "Annexpre A" r etatement on the matters specfied in paragra|shs 3 and 77 of7 the Order, to the extent
applicable
17. Further to our comments in Annexure-A, as required by Section 143(3) of the Act, based on our audit,we report that:
a) We have soughtand obtained all the information and expianations which to the brst ofour krowledte and belief were neceesary for hhe purposes ot ouraudit.
b) In ouropinion, properb ooks ofaccourtas requi red bylaw have been kept: bythe Com parry so tara sitappearsfrom o urexamina tion ofthose books.
c) The Standalone Financial Statements 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 as specified under se ction 133 of the Act.
e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2024 from being appointed as a director in terms of Section 164 (2) of this? Act.
f) With respectto the adequacy of the internal financial controls with reference to Standalone Financial Statements afthe 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 with reference to Standalone Financial Statement.
g) 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 ofSection 197 of7 the Act read with Schedule V to 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 opr informatioo and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations onits financial position in the financial statements- Refer Note-36 oefinancial statement;
ii. The Company was not required to recognise a provision asatMarch 31,202U under the applicab lelaw or accounting standards, as it does not have any material foreseeable losses on long-term contracts. The Company did not have any derivative contracts as at March 31,2024;
iii. There has been no delay in transferring the amount, required to be transferred, to the Investor Education and Protection Fund by the Company.
iv. (i) The management has represented that, to the best of its knowledge and belief, other than as disclosed in the notes
to the accounts , no funds have been advanced orloaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company toorin any otherperso ns o r enlinies, in cludin g foreign entities ("Intermediaries") with the understanding, whether renorded in writieg or otherwise, that the Intermediaries shall, whether, directly or indirectly lend or invest in the other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any gcorantee, sepurity or the like on behalf of the dltimate Beneficiaries.
(ii) The management has represented, that to the best of its knowledge and belieO, other than as disclosed in the notes to the accounts, no funds have been received by the Company from any person/ or entisise, including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or othenwise, that the company shall, whet0er directly or indirectly lend or invest in the other persona or entities identifiedin any manner whatsoever by or on behalf ofthe Funding Parties ("Ultimate Beneficiaries") or peovide any guarantee,security or the like on behalf of the Ultimate Beneficiaries. (ii1) Based on such audit procedures as considered reasonable and appropriate in the circumstances, nofhing has come to our notice that has caused us to believe tltat the representations under sub clause (i) and (ii) of Rule 11 (e) of the Companies (Audit and Auditors) Rules, 2014, as mentioned at para (iv)(i) and (iv)(ii) above, contain any material mis-statement.
v. The company has not declared or paid any dividend during the year hence the provisions of Section 123 of7 the Companies Act,2013 are not applicable.
vi. Based on our examination, which included text checks, the Company has used ERP as its accounting software for maintaining its booOs oA accaunt which has a feature of recording audit trail (edit log) facility and that has operated th roughout th e financial year for all relevant transactions recorded in the said software. However, the software only provides the modifitei value. Further it also does not provide information on modification made to database by user having specific sceess. D urin g the course of our audit, we did not come across any instancn ofthe audit trail feature being tampered with.
Fors J. T. Shah & Co.
Cha rte red Accountants [Fihm Regd. No. .09616W]
(J. J. Shah)
Partner
Place: Ahmedabad [M. No. 45669]
Date: 30/05/2024 UDIN:23045660BGYLCG6419
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