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ANNEXURE B TO INDEPENDENT AUDITORS’ REPORT OF EVEN DATE ON THE STANDALONE FINANCIAL

STATEMENTS OF ______ FOR THE YEAR ENDED ___________

[Referred to in paragraph ___ under ‘Report on Other Legal and Regulatory Requirements’ in the
Independent Auditors’ Report]

i. The Company is involved in the business of ___. Accordingly, the provisions stated in paragraph 3(i)
(a) to (e) of the Order are not applicable to the Company.

OR
i.
(a) A. The company has maintained proper records showing full particulars including quantitative
details and situation of Property, Plant and Equipment.

OR

The Company has not maintained proper records showing full particulars, including quantitative
details and situation of Property, Plant and Equipment. The details of the same are as below:

Description of Property, Plant and Amount


Equipment

B. The Company has maintained proper records showing full particulars of intangible assets.
OR

The Company has not maintained proper records showing full particulars of intangible assets. The
details of the same are as below:

Description of Intangible Assets Amount

(b) Property, Plant and Equipment have been physically verified by the management at reasonable
intervals during the year and no material discrepancies were identified on such verification.

OR

Property, Plant and Equipment have been physically verified by the management during the year
and material discrepancies amounting to Rs. _____ were identified on such verification, which have
been properly dealt with in the books of account.

OR

All the Property, Plant and Equipment were physically verified by the management in the previous
year in accordance with a planned programme of verifying them once in three years 4 which, in our
opinion, is reasonable having regard to the size of the Company and the nature of its assets. No
material discrepancies were noticed on such verification.

OR

The Management during the year has a programme for physical verification of Property, Plant and
Equipment but the same was not followed during the year. Accordingly, we are unable to comment
on whether there are any material discrepancies and if they have been properly dealt with in the
books of account.

(c) According to the information and explanations given to us, there are no immovable properties, and
accordingly, the requirements under paragraph 3(i)(c) of the Order are not applicable to the
Company.
OR

According to the information and explanations given to us and on the basis of our examination of
the records of the Company, the title deeds of immovable properties (other than properties where
the company is the lessee and the lease agreements are duly executed in favour of the lessee) as
disclosed in the financial statements are held in the name of the Company.

OR
According to the information and explanations given to us, the title deeds of immovable properties
(other than properties where the company is the lessee and the lease agreements are duly executed
in favour of the lessee), are held in the name of the Company, [except for the immovable properties
acquired during amalgamation of ____________ in the current year / except for the immovable
property acquired during the year]4. As explained to us, Registration of title deeds is in progress in
respect of an immovable property acquired during the year.

Sr. Description of Gross Held in Whether Period held Reason for


No. Property carrying Name of promoter, – Indicate not being
value director or range, held in name
their relative where of company
or employee appropriate (also indicate
if in dispute)
1
2

OR
According to the information and explanations given to us, the title deeds of immovable properties
(other than properties where the company is the lessee and the lease agreements are duly executed
in favour of the lessee) as disclosed in the financial statements are held in the name of the company
except for __ number of immovable properties aggregating to Rs. _____ as at March 31, 20XX for
which title deed were not available with the Company and hence we are unable to comment on the
same.
OR

According to the information and explanations given to us, the title deeds of immovable properties
as disclosed in the financial statements are held in the name of the Company, except for Land
aggregating to Rs. ______, taken on lease during the year and / or land for which the lease deeds
have expired during the year. As explained to us, the Company is in the process of entering into new
lease deeds for land taken on lease during the year and also renewal of expired lease deeds.

Sr. Description of Gross Held in Whether Period held Reason for


No. Property carrying Name of promoter, – Indicate not being
value director or range, held in name
their relative where of company
or employee appropriate (also indicate
if in dispute)
1
2

OR

According to the information and explanations given to us, the title deeds of immovable properties
are held in the name of the company except for the following immovable properties for which the
title is in dispute in the Hon’ble ____Court of ____ as at March 31, 20XX. [Also Refer Note ____]

Sr. Description of Gross Held in Whether Period held Reason for


No. Property carrying Name of promoter, – Indicate not being
value director or range, held in name
their relative where of company
or employee appropriate (also indicate
if in dispute)
1
2

OR

Following immovable properties are not held in the name of the Company:

Sr. Description of Gross Held in Whether Period held Reason for


No. Property carrying Name of promoter, – Indicate not being
value director or range, held in name
their relative where of company
or employee appropriate (also indicate
if in dispute)
1
2

(d) According to the information and explanations given to us, the Company has not revalued its
property, plant and Equipment (including Right of Use assets) and its intangible assets. Accordingly,
the requirements under paragraph 3(i)(d) of the Order are not applicable to the Company.

OR

According to the information and explanations given to us, the Company has revalued its Property,
Plant and Equipment (including Right of Use assets) and/or Intangible assets which is based on the
valuation by Registered Valuer. The following are details where change is 10% or more in aggregate
of net carrying amount for each class of Property, plant and Equipment:

Sr. Particulars Net carrying Net carrying Amount of % Change


No value as on value as on change (A) – (B)
____ ____
(Mention (Mention
date) (before date)
revaluation) (after
(A) revaluation)

(B)
1 Land
2 Plant & Machinery
3 Add as applicable

OR

According to the information and explanations given to us, the Company has revalued its Property,
Plant and Equipment (including Right of Use assets) and/or Intangible assets which is based on the
valuation by Registered Valuer. However, the change is less than 10% in value in aggregate value of
net carrying amount for each class of Property, plant and Equipment.

(e) According to the information and explanations given to us, no proceeding has been initiated or
pending against the Company for holding benami property under the Benami Transactions
(Prohibition) Act, 1988 and rules made thereunder. Accordingly, the provisions stated in paragraph
3(i) (e) of the Order are not applicable to the Company.

OR

According to the information and explanations given to us, proceedings have been initiated /
pending against the Company under the Benami Transactions (Prohibition) Act, 1988 and rules made
thereunder. The details of the same have been disclosed in Note no ___ of the Standalone 1 financial
statements.

ii. The Company is involved in the business of rendering services. Accordingly, the provisions stated in
paragraph 3(ii) (a) of the Order are not applicable to the Company.

OR

(a) The inventory has been physically verified during the year by the management. In our opinion, the
frequency of verification, coverage & procedure of such verification is reasonable and appropriate.
No material discrepancies were noticed on such verification.

OR

The inventory has been physically verified during the year by the management. In our opinion, the
frequency of verification, coverage & procedure of such verification is reasonable and appropriate.
Following material discrepancies were noticed on physical verification which has been properly
dealt with in the books of account. (ET to add details of discrepancies of 10% or more in the table
below)

Sr. Particulars Amt as per Amt as per physical Variances variance %


No (category wise books verification
inventory)

OR

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inventory has been physically verified by the management during the year. In our opinion, the
frequency of verification is reasonable. However, the coverage of such physical verification of
inventories was limited to certain items such as [mention categories of items] and did not include
[mention categories of items]. The discrepancies noticed on the physical verification of inventory as
compared to book records, to the extent carried out, were not material.

OR

The inventory has been physically verified by the management during the year. In our opinion, the
frequency of verification is reasonable. However, the coverage of such physical verification of
inventories was limited to certain items such as [mention categories of items] and did not include
[mention categories of items]. Discrepancies amounting to Rs. _______, noticed on physical
verification of inventory by Management to the extent carried out, as compared to book records
were material and have been appropriately dealt with in the books of account.

Sr. Particulars Amt as per Amt as per physical Variances variance %


No (category wise books verification
inventory)

(b) According to the information and explanations provided to us, the Company has not been sanctioned
working capital limits. Accordingly, the requirements under paragraph 3(ii)(b) of the Order is not
applicable to the Company.
OR

The Company has been sanctioned working capital limits in excess of Rs. 5 crores in aggregate from
Banks/financial institutions on the basis of security of current assets. Quarterly returns / statements
filed with such Banks/ financial institutions are in agreement with the books of account.

iii. According to the information explanation provided to us, the Company has not made any
investments in, provided any guarantee or security or granted any loans or advances in the nature of
loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or any other
parties. Hence, the requirements under paragraph 3(iii) of the Order are not applicable to the
Company.

OR

(a) According to the information explanation provided to us, the Company has provided loans or
provided advances in the nature of loans, or given guarantee, or provided security to any other
entity.

(A) The details of such loans or advances and guarantees or security to subsidiaries, Joint Ventures
and Associates are as follows:

Guarantees Security Loans Advances

Aggregate amount
granted/provided
during the year

- Subsidiaries
- Joint Ventures
- Associates
Balance Outstanding
as at balance sheet
date in respect of
above cases
- Subsidiaries
- Joint Ventures
- Associates

OR/ AND

(B) The details of such loans or advances and guarantees or security to parties other than
subsidiary, joint ventures and associates are as follows:

Guarantees Security Loans Advances

Aggregate amount
granted/provided
during the year

- Others

Balance Outstanding
as at balance sheet
date in respect of
above cases
- Others

(Please note the following sub clause (b) may be applicable even if there are no loans /
guarantees / securities provided but the Company has made investments)

(b) According to the information and explanations given to us and based on the audit procedures
performed by us, we are of the opinion that the terms and conditions in relation to investments
made, guarantees provided, securities given and / or grant of all loans and advances in the nature
of loans and guarantees are not prejudicial to the interest of the Company. (This sub-clause may
be applicable even if there are investments, guarantees provided, securities given)

OR

According to the information and explanations given to us and based on the audit procedures
performed by us, we are of the opinion that the guarantee provided and the terms and conditions
of loans granted by the company to its associate, (guarantee provided during the year aggregating
to Rs. ___ total loan amount granted Rs.___ and balance outstanding as at balance sheet date
Rs.___) are prejudicial to the company’s interest on account of the fact that the guarantee
provided without obtaining requisite approvals as required under section 186 of the Companies Act
2013 and the loans have been granted at an interest rate of X% per annum which is significantly
lower than the cost of funds to the company and also lower than the prevailing yield of
government security closest to the tenor of the loan.

(c) In case of the loans and advances in the nature of loan, schedule of repayment of principal and
payment of interest have been stipulated and the borrowers have been regular in the payment of
the principal and interest.
OR
In case of the loans and advances in the nature of loan, schedule of repayment of principal and
payment of interest have been stipulated. However, the borrowers have not repaid the principal
amount as stipulated and have also not been regular in the payment of interest to the Company.
The details of the same are follows:

Name of the Amount Due Date Extent of delay Remarks, if any


entity

OR

In case of the loans and advances in the nature of loan, schedule of repayment of principal and
payment of interest have not been stipulated. In the absence of stipulation of repayment terms are
unable to comment on the regularity of repayment of principal and payment of interest.

(d) There are no amounts overdue for more than ninety days in respect of the loan granted to
Company/ Firm/ LLP/ Other Parties3.
OR

According to the information and explanations given to us and on the basis of our examination of
the records of the Company, the details of amount overdue for more than ninety days are as
follows:

No. of Principal Interest Total Remarks (specify whether


Cases amount overdue overdue reasonable steps have been taken
overdue by the Company for recovery of
principal amount and interest)

[The following sub-clause is not applicable to companies whose principal business is to give loans]

(e) According to the information explanation provided to us, the loan or advance in the nature of loan
granted has not fallen due during the year. Hence, the requirements under paragraph 3(iii) (e) of
the Order are not applicable to the Company.

OR

According to the information explanation provided to us, the loan or advance in the nature of loan
granted has fallen due during the year. The same has been renewed or extended and/or fresh loans
are granted to settle the overdue of existing loans given to existing parties The details of the same
are as follows:

Name of the Parties Aggregate amount of overdue Percentage* of the aggregate to


of existing loans renewed or the total loans or advances in
extended or settled by fresh the nature of loans granted
loans during the year
(f) According to the information explanation provided to us, the Company has not any granted loans
and / or advances in the nature of loans. Hence, the requirements under paragraph 3(iii)(f) of the
Order are not applicable to the Company.

OR

According to the information explanation provided to us, the Company has granted loans/advances
in the nature of loans repayable on demand or without specifying any terms or period of
repayment. The details of the same are as follows:

All Parties Promoters Related Parties

Aggregate amount of
loans/ advances in
nature of loans
- Repayable on
demand (A)
- Agreement does
not specify any
terms or period of
repayment (B)

Total (A+B)

Percentage of loans/
advances in nature of
loans to the total
loans

iv. In our opinion and according to the information and explanations given to us, the Company has not
either directly or indirectly, granted any loan to any of its directors or to any other person in whom
the director is interested, in accordance with the provisions of section 185 of the Act and the
Company has not made investments through more than two layers of investment companies in
accordance with the provisions of section 186 of the Act. Accordingly, provisions stated in
paragraph 3(iv) of the Order are not applicable to the Company.

OR

In our opinion and according to the information and explanations given to us, the Company has not
complied with the provisions of section 185 and 186 of the Act, in respect of loans, investments,
guarantees and security made and the details are as follows:

Non-compliance with section 185 of the Act: Loan to directors, etc.

Name of the Relationship Nature of non- Maximum amount Amount as at


Party compliance outstanding during March 31, 20XX
the year [Balance Sheet
Date]
Non-compliance with section 186 of the Act: Loan and investment by the Company

Sr. Particulars Name of Amount Amount as at Remarks, if


No. Company/ Rs. March 31, 20XX any
Party Check [Balance Sheet
max Date]
amount
1. Investment through more a.
than two layers of
investment companies
b.
2. Loan given or guarantee a.
given or security
provided or acquisition of
securities exceeding the
limits without prior
approval by means of a
special resolution
b.
3. Loan given at rate of a.
interest lower than
prescribed
b.
4. Any other default a.

b.

v. In our opinion and according to the information and explanations given to us, the Company has
complied with the provisions of sections 73, 74, 75 and 76 of the Act, the rules framed thereunder
and the Circulars, notifications issued from time to time with regard to the deposits accepted. No
order has been passed by the Company Law Board or National Company Law Tribunal or Reserve
Bank of India or any Court or any other Tribunal in this respect.

OR

In our opinion and according to the information and explanations given to us, the Company has not
accepted any deposits from the public within the meaning of Sections 73, 74, 75 and 76 of the Act
and the rules framed there under.
OR

In our opinion and according to the information and explanations given to us, the Company has
contravened the provisions of the Section 73 to 76 of the Act. Details are as follows:

Deposit accepted Nature of Contravention Amount Rs.

An order has been passed by CLB/ NCLT/ RBI/ Court/ Tribunal regarding ________ and the same
has been / has not been complied with by the Company.
vi. The provisions of sub-section (1) of section 148 of the Act are not applicable to the Company as the
Central Government of India has not specified the maintenance of cost records for any of the
products of the Company. Accordingly, the provisions stated in paragraph 3 (vi) of the Order are
not applicable to the Company.
OR

Pursuant to the rules made by the Central Government of India, the Company is required to
maintain cost records as specified under Section 148(1) of the Act in respect of its products. We
have broadly reviewed the same, and are of the opinion that, prima facie, except in the case of
[mention the product], the prescribed accounts and records have been made and maintained. We
have not, however, made a detailed examination of the records with a view to determine whether
they are accurate or complete.

vii.
(a) According to the information and explanations given to us and the records of the Company
examined by us, in our opinion, undisputed statutory dues including goods and service tax,
provident fund, employees' state insurance, income-tax, sales-tax, service tax, duty of customs,
duty of excise, value added tax, cess have been regularly deposited by the company with
appropriate authorities in all cases during the year.

OR

According to the information and explanations given to us, no undisputed amounts payable in
respect of provident fund, employees’ state insurance, income-tax, service tax, sales-tax, duty of
custom, duty of excise, value added tax, goods and service tax, cess and other statutory dues
were outstanding, at the year end, for a period of more than six months from the date they
became payable.
OR

According to the information and explanations given to us, undisputed statutory dues including
provident fund, employees’ state insurance, income-tax, sales-tax, service tax, duty of custom,
duty of excise, value added tax, cess have been regularly deposited by the company with the
appropriate authorities in all cases during the year, except______ (update nature of Tax). In
respect of ________ (update nature of Tax), during the year, the company is irregular in
depositing the sum due for ___ months and the amount involved is Rs. ______.

OR

According to the information and explanations given to us, undisputed dues in respect of provident
fund, employees’ state insurance, income-tax, service tax, sales-tax, duty of custom, duty of
excise, value added tax, goods and service tax, cess and other statutory dues which were
outstanding, at the year end, for a period of more than six months from the date they became
payable.

Statutory dues which were outstanding, as at March 31, 20XX for a period of more than six months
from the date they became payable are as follows:

Name Nature Amount Period to Due Date of Payment Remarks, if any


of the of the Rs. which the Date
statute dues amount
relates
(b) According to the information and explanation given to us and examination of records of the
Company, the outstanding dues of income-tax, goods and service tax, customs duty, cess and any
other statutory dues on account of any dispute, are as follows:

Name of the Nature of dues Amount Period to which Forum where Remarks,
statute Rs. the amount dispute is if any
relates pending

OR

According to the information and explanation given to us and the records of the Company examined
by us, there are no dues of income tax, goods and service tax, customs duty, cess and any other
statutory dues which have not been deposited on account of any dispute.

viii. According to the information and explanations given to us, there are no transactions which are not
accounted in the books of account which have been surrendered or disclosed as income during the
year in Tax Assessment of the Company. Also, there are no previously unrecorded income which has
been now recorded in the books of account. Hence, the provision stated in paragraph 3(viii) of the
Order is not applicable to the Company.

OR

According to the information and explanations given to us, there were transactions amounting to
Rs. ___ which were not accounted in the books of account and have been surrendered or disclosed
as income during the year in Tax Assessment of the Company. Further, the company has accounted
for previously unrecorded income amounting to Rs. ____ under ___ note no XX of the standalone 1
financial statements.

ix.
(a) The Company does not have any loans or borrowings and repayment to lenders during the year.
Accordingly, the provision stated in paragraph 3(ix) (a) to (c) and sub clause (e) and (f)) of the
Order is not applicable to the Company.
OR

In our opinion and according to the information and explanations given to us, the Company has not
defaulted in repayment of loans or borrowings or in payment of interest thereon to any lender.

OR

In our opinion and according to the information and explanations given to us, the Company has not
defaulted in repayment of dues to except in the following cases, details of which are as follows:

Nature of Name of Lender Amount not Whether No. of Days Remarks, if


borrowing, paid on due principal delay or any
including debt date or interest unpaid
securities
Financial Institution
(lender wise details
to be provided):
1.
2.
Bank (lender wise
details to be
provided):
1.
2.
Government (lender
wise details to be
provided):
1.
2.
Debentures (lender
wise details to be
provided):

(b) According to the information and explanations given to us and on the basis of our audit procedures,
we report that the company has not been declared wilful defaulter by any bank or financial
institution or government or any government authority.

OR

According to the information and explanations given to us and on the basis of our audit procedures,
we report that the company has been declared wilful defaulter by XXX on________ (date).

(c) In our opinion and according to the information explanation provided to us, no money was raised by
way of term loans. Accordingly, the provision stated in paragraph 3(ix)(c) of the Order is not
applicable to the Company.
OR

In our opinion and according to the information explanation provided to us, money raised by way of
term loans during the year have been applied for the purpose for which they were raised.

OR

In our opinion and according to the information explanation provided to us, the company has
utilized the money obtained by way of term loans during the year for the purposes for which they
were obtained, except for following cases:

Nature of the Name of the Amount Purpose for Purpose for Remarks
fund raised Lender diverted (Rs.) which which
amount amount
was was
sanctioned utilized

(d) In our opinion, according to the information explanation provided to us, there are no funds raised
on short term basis. Accordingly, the provision stated in paragraph 3(ix)(d) of the Order is not
applicable to the Company.
OR

According to the information and explanations given to us, and the procedures performed by us, and
on an overall examination of the standalone 1 financial statements of the company, we report that
no funds raised on short-term basis have been used for long-term purposes by the company.

(e) According to the information explanation given to us and on an overall examination of the
standalone1 financial statements of the Company, we report that the company has not taken any
funds from an any entity or person on account of or to meet the obligations of its subsidiaries,
associates or joint ventures.
OR

The Company does not have any subsidiary, associate or joint venture, hence reporting under the
clause (ix)(e) of the order is not applicable to the Company.

OR

According to the information explanation given to us and on an overall examination of the


standalone1 financial statement of the company, we report that the Company has taken funds from
following entities and persons on account of or to meet the obligations of its subsidiaries, associates
or joint ventures as per details below:

Nature of Name of Amount Name of Relation Nature of Remark


fund taken Lender involved subsidiaries/ such s, if any
(Bank/NBFC/ associates transactions
Corporate /Joint for which
etc.) venture fund utilized*

* Specify whether fund taken on account of or to meet obligation of subsidiary, joint venture,
associate.

(f) According to the information and explanations given to us and procedures performed by us, we
report that the Company has not raised loans during the year on the pledge of securities held in its
securities, joint ventures or associate companies.

OR

The Company does not have any subsidiary, associate or joint venture, hence reporting under the
clause (ix)(f) of the order is not applicable to the Company.

OR

According to the information explanations given to us and procedures performed by us, we report
that the Company has raised loans during the year on the pledge of securities held in its securities,
joint ventures or associates companies as per details below. Further, the company has not defaulted
in repayment of such loans raised.

Nature of Name of Amount Name of Relation Details Remark


fund taken Lender involved subsidiaries/ of s, if any
(Bank/NBFC/ associates security
Corporate /Joint pledged
etc.) venture
* Specify whether fund taken on account of or to meet obligation of subsidiary, joint venture,
associate.

OR

According to the information explanations given to us and procedures performed by us, we report
that the Company has raised loans during the year on the pledge of securities held in its securities,
joint ventures or associates companies and has defaulted in repayment of such loans as per details
below:

Nature of Name of Amount Name of Relation Details of Whether Remarks


loan taken Lender of loan subsidiaries security there is
(Bank/NBFC/ / pledged default in
Corporate associates / repayment
etc.) Joint of loan?
venture (Yes/No)

(The ET may consider giving reference to reporting under clause 3(ix)(a) above in the remarks column).

x.
(a) The Company did not raise any money by way of initial public offer or further public offer (including
debt instruments) during the year. Accordingly, the provisions stated in paragraph 3 (x)(a) of the
Order are not applicable to the Company.

OR

In our opinion, according to the information explanation provided to us, money raised by way of
initial public offer or further public offer (including debt instruments) during the year have been
applied for the purpose for which they were raised.

(b) According to the information and explanations given to us and based on our examination of the
records of the Company, the Company has not made any preferential allotment or private
placement of shares or fully, partly or optionally convertible debentures during the year.
Accordingly, the provisions stated in paragraph 3 (x)(b) of the Order are not applicable to the
Company.

OR

In our opinion and according to the information and explanations given to us, and based on our
examination of the records of the Company, the Company has made preferential allotment or
private placement of shares or fully, partly or optionally convertible debentures during the year.
However, the requirements of Section 42 and section 62 of the Act have not been complied with,
details of which are as below.

Nature of securities Type of issue Amount involved Nature of non-


Equity share/ preference (preferential compliance
shares/ Convertible allotment or
debenture private
placement)

Further, the Company has utilized funds raised by way of preferential allotment or private
placement of shares or fully, partly or optionally convertible debentures for the purposes for which
they were raised except for the following:

Nature of Purpose Total Amount Amount Unutilized Remarks,


Securities Equity for which Raised/ utilized for the Balance as if any
share/ Preference funds opening other purpose at Balance
Shares/ raised unutilized sheet date
Convertible balance
debenture

(Note: The reporting under this clause also seeks to cover the details of non-compliances in
respect of funds which were raised during the previous accounting period but were actually
utilized in the current accounting period.)
xi.
(a) During the course of our audit, examination of the books and records of the Company, carried out in
accordance with the generally accepted auditing practices in India, and according to the
information and explanations given to us, we have neither come across any instance of fraud by the
Company nor on the Company.
OR

During the course of our examination of the books and records of the Company, carried out in
accordance with the generally accepted auditing practices in India, and according to the
information and explanations given to us, we have neither come across any instance of fraud by the
Company or on the Company during the course of our audit except ___________________ (nature of
fraud and amount involved).

(b) We have not come across of any instance of fraud by the Company or on the Company during the
course of audit of the standalone 1 financial statement for the year ended March 31, 20XX,
accordingly the provisions stated in paragraph (xi)(b) of the Order is not applicable to the Company.

OR

During the course of audit of standalone1 financial statement for the year ended March 31, 20XX, we
have come across an instance of fraud amounting to Rs. XX.______________________ (provide in
brief the details of fraud). We have reported the same to the Audit Committee/ Board of Directors/
Central Government3 in accordance with the provisions of section 143(12) and filed ADT-4.

OR

According to the information and explanations given to us, during the year, Management has come
across an instance of fraud amounting to Rs. ______ (provide in brief the details of fraud). As the
same is identified by the Management, reporting the same under the provisions of section 143(12)
and filing of Form ADT-4is not applicable.

(c)
As represented to us by the management, there are no whistle-blower complaints received by the
Company during the year. Accordingly, the provisions stated in paragraph (xi)(c) of the Order is not
applicable to company.

OR

We have taken into consideration the whistle blower complaints received by the company during
the year while determining the nature, timing and extent of audit procedures.

OR

As per section 177 of the Act / SEBI LODR regulations, the Company is required to establish vigil
mechanism. However, the Company is yet to establish the establish vigil mechanism. In absence of
the same, we are unable to comment on whether any whistle blower complaints were received by
the Company during the year.

xii.
(a) In our opinion and according to the information and explanations given to us, the Company is not a
Nidhi Company. Accordingly, the provisions stated in paragraph 3(xii) (a) to (c) of the Order are not
applicable to the Company.
OR

The Nidhi Company has complied with the Net Owned Funds to Deposits in the ratio of not more
than 1: 20 to meet out the liability.

(b) The Nidhi Company is maintaining ten per cent unencumbered term deposits to meet out the
liability.

OR

The Nidhi Company has not maintained ten percent unencumbered liquid assets to meet out the
liability as at March 31, 20XX to meet out the liability as detailed below.

Actual amount of shortfall (in Rs.)

(c) The Nidhi Company has not made any default in payment of interest of deposits or repayment
thereof during the period.

OR

The Nidhi Company has made default in payment of interest of deposits or repayment thereof
during the period. The details of the same are as below:

Nature of Amount of Period of default Number of Any other detail


default default persons to whom
there was a
default in
payment

xiii. According to the information and explanations given to us and based on our examination of the
records of the Company, the Company has not entered into transactions with the related parties as
stated in the provisions of the sections 177 and 188 of the Act. Accordingly, provisions stated in
paragraph 3(xiii) of the Order are not applicable to the Company.

OR

According to the information and explanations given to us and based on our examination of the
records of the Company, transactions with the related parties are in compliance with sections 177
and 188 of the Act where applicable and details of such transactions have been disclosed in the
standalone1 financial statements as required by the applicable accounting standards except in case
of following:

Nature of the related Nature of Amount involved Remarks (details of non-


party relationship underlying (Rs.) compliance may be
transaction given)

xiv.
(a) In our opinion and based on our examination, the Company does not require to comply with
provision of section 138 of the Act. Hence, the provisions stated in paragraph 3(xiv) (a) to (b) of
the Order are not applicable to the Company.

OR

In our opinion and based on our examination, the Company has an internal audit system
commensurate with the size and nature of its business.

(b) We have considered internal audit reports issued by internal auditors during our audit.

OR

The company did not have an internal audit system for the period under audit.

OR

We were unable to obtain [any/ some/ on timely basis] of the internal audit reports of the
company, hence the internal audit reports have not been [entirely] considered by us.

xv. According to the information and explanations given to us, in our opinion during the year the
Company has not entered into non-cash transactions with directors or persons connected with its
directors and hence, provisions of section 192 of the Act are not applicable to company.
Accordingly, the provisions stated in paragraph 3(xv) of the Order are not applicable to the
Company.
OR
According to the information and explanations given to us and based on our examination of the
records of the Company, the Company has entered into non-cash transactions with (no. of
Directors) directors or (no. of persons) persons connected with him and the provisions of Section
192 of the Act have been complied.

xvi.
(a) In our opinion, the Company is not required to be registered under section 45 IA of the Reserve Bank
of India Act, 1934 and accordingly, the provisions stated in paragraph clause 3 (xvi)(a) of the Order
are not applicable to the Company.

OR

The Company is required to and has been registered under Section 45-IA of the Reserve Bank of
India Act, 1934 as ______ [mention type of registration].

OR

In our opinion, the Company is required to be registered under section 45 IA of the Reserve Bank of
India Act, 1934 and it has/ has not obtained the registration.

(b) In our opinion, the Company has not conducted any Non-Banking Financial or Housing Finance
activities without any valid Certificate of Registration from Reserve Bank of India. Hence, the
reporting under paragraph clause 3 (xvi)(b) of the Order are not applicable to the Company

OR

The Company has conducted Non-Banking Financial or Housing Finance activities without any valid
certificate of Registration from Reserve Bank of India. The Company has not obtained the certificate
for registration as _____ (ET to specify the reason)

(c) The Company is not a Core investment Company (CIC) as defined in the regulations made by Reserve
Bank of India. Hence, the reporting under paragraph clause 3 (xvi)(c) of the Order are not
applicable to the Company.
OR

The Company is a Core investment Company (CIC) as defined in the regulations made by Reserve
Bank of India. It has obtained a registration with RBI and it continues to fulfil the said criteria of a
CIC during the year of audit.

(d) The Company does not have more than one CIC as a part of its group. Hence, the provisions stated
in paragraph clause 3 (xvi)(d) of the Order are not applicable to the Company.

OR

The Company does not have any CIC as part of its group. Hence the provisions stated in paragraph
clause 3 (xvi) (d) of the order are not applicable to the company

OR

According to the information explanation provided to us, the group has ___ number of CICs as a part
of its group.
xvii. Based on the overall review of standalone 1 financial statements, the Company has not incurred cash
losses in the current financial year and in the immediately preceding financial year. Hence, the
provisions stated in paragraph clause 3 (xvii) of the Order are not applicable to the Company.

OR

Based on the overall review of standalone 1 financial statements, the Company has incurred cash
losses in the current financial year and in the immediately preceding financial year. The details of
the same are as follows:

Particulars March 31, 20XX March 31, 20XX


(Current year) (Previous Year)

OR

Based on the overall review of standalone 1 financial statements, Company has incurred cash losses
amounting to Rs. X during the immediately preceding financial year but has not incurred any cash
losses during the current financial year.

xviii. There has been no resignation of the statutory auditors during the year. Hence, the provisions
stated in paragraph clause 3 (xviii) of the Order are not applicable to the Company.

OR

There has been resignation of the statutory auditors during the year, there were no issues,
objections or concerns raised by the outgoing auditors.

xix. According to the information and explanations given to us and based on our examination of
financial ratios, ageing and expected date of realisation of financial assets and payment of
liabilities, other information accompanying the standalone 1 financial statements, our knowledge of
the Board of Directors and management plans, we are of the opinion that no material uncertainty
exists as on the date of audit report and the Company is capable of meeting its liabilities existing
at the date of balance sheet as and when they fall due within a period of one year from the
balance sheet date.

OR

According to the information and explanations given to us and based on our examination of
financial ratios, ageing and expected date of realisation of financial assets and payment of
liabilities, other information accompanying the standalone 1 financial statements, our knowledge of
the Board of Directors and management plans, we are of the opinion that a material uncertainty
exists as on the date of audit report. However, the Company is capable of meeting its liabilities
existing at the date of balance sheet as and when they fall due within a period of one year from
the balance sheet date.

xx.
(a) According to the information and explanations given to us, the provisions of section 135 of the Act
are not applicable to the Company. Hence, the provisions of paragraph (xx)(a) to (b) of the Order
are not applicable to the Company.
OR

According to the information and explanations given to us, the provisions of section 135 of the Act
are applicable to the Company. The Company has made the required contributions during the year
and there are no unspent amounts which are required to be transferred to the special account as
on the date of our audit report. Accordingly, the provisions of paragraph (xx)(a) to (b) of the Order
are not applicable to the Company.

OR

According to the information and explanations given to us, the provisions of section 135 of the Act
are applicable to the Company. The Company has made the required contributions during the year
and there are no unspent amounts which are required to be transferred either to a Fund or to a
Special Account as per the provisions of section 135 of the act read with schedule VII. Accordingly,
reporting under clause 3(xx)(a) and clause 3(xx)(b) of the Order is not applicable to the Company.

OR

In respect of other than ongoing projects, the Company has transferred unspent amount to a Fund
specified in schedule VII of the Act within a period of six months of the expiry of the financial year
in compliance second proviso to sub-section (5) of section 135 of the Act except in respect of the
following:

Financial year* Amount unspent on Amount transferred Amount transferred


Corporate Social to Fund specified in after the due date
Responsibility schedule VII within 6 (specify the date of
activities “other than months from the end deposit)
Ongoing Projects” of the financial year
(a) (b) (c) (d)

* For Current year and for the previous year/(s) for which the amount remains unspent

OR

The company has not transferred the amount remaining unspent in respect of other than ongoing
projects, to a Fund specified in Schedule VII to the Companies Act, 2013 till the date of our report.
However, the time period for such transfer i.e. six months of the expiry of the financial year as
permitted under the second proviso to sub-section (5) of section 135 of the Act, has not elapsed till
the date of our report.

(b) In respect of ongoing projects, the Company has transferred unspent amount to a special fund
within a period of thirty days from the end of the financial year in compliance section 135(6) of the
said Act, except in respect of the following:

Financial year Amount unspent on Amount transferred Amount transferred


Corporate Social to special Account after the due date
Responsibility within 30 days from (specify the date of
activities “other than the end of the deposit)
Ongoing Projects” financial year
(a) (b) (c) (d)

OR
The Company has not transferred the amount remaining unspent in respect of ongoing projects, to a
Special Account till the date of our report. However, the time period for such transfer i.e. thirty
days from the end of the financial year as permitted under the sub-section (6) of section 135 of the
Act, has not elapsed till the date of our report.

xxi. The reporting under clause 3(xxi) of the Order is not applicable in respect of audit of standalone
financial statements. Accordingly, no comment in respect of the said clause has been included in the
report.
OR
According to the information and explanations given to us, the Company does not have any
Subsidiary, Associate or Joint Venture. Accordingly, reporting under clause 3(xxi) of the Order is not
applicable.

For XYZ & Associates


Chartered Accountants
ICAI Firm Registration No.________

_______________
(Name of the Partner)
Partner
Membership No.________
UDIN: ____

Place:
Date:

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