1. We have audited the accompanying standalone financial statements of UNIROYAL MARINE EXPORTSLIMITED (the “Company”), which comprise the standalone Balance Sheet as at March 31, 2024, andthe standalone Statement of Profit and Loss (including Other Comprehensive Income), the standaloneStatement of Changes in Equity and the standalone Statement of Cash Flows for the year then ended,and notes to the standalone financial statements including a summary of significant accountingpolicies and other explanatory information (hereinafter referred to as the “standalone financialstatements”).
2. In our opinion and to the best of our information and according to the explanations given to us, theaforesaid 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 Accountingprinciples generally accepted in India, of the state of affairs of the company as at march 31,2024, andtotal comprehensive income (comprising of profit and other comprehensive income), changes inequity and its cash flows for the year then ended.
3. We conducted our audit in accordance with the Standards on Auditing (“SA” s) specified undersection 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 ofChartered Accountants of India (“ICAI”) together with the ethical requirements that are relevant toour audit of the standalone financial statements under the provisions of the Act and the Rulesthereunder, and we have fulfilled our other ethical responsibilities in accordance with theserequirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained is sufficientand appropriate to provide a basis for our audit opinion.
We draw attention to note 47 to financial statements which describes the loss suffered by the Company
during the year and the associated financial matters connected there and the management view of
continuing the company as a going concern. Our report is not modified in respect of this matter
4. Key audit matters are those matters that, in our professional judgment, were of most significance inour audit of the standalone financial statements of the financial year ended March 31, 2024. 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.
Sl.
No.
Key Audit Matters
How our audit addressed the keyaudit matters
1
The Company is engaged in the exportof Value-added marine products. Thecompany procures raw materials andingredients, process the same. TheExport is on the basis of Purchaseorder received from buyers.
Our audit procedures include the
following
• We have evaluated theCompany's processes inexport of Marine Products
• The Company exports itsproducts on the basis oforders.
• We have verified the exporttransactions based on Invoiceraised , Shipping bills forexport realization of money asper terms in the purchaseorder .
• We have sought informationfrom the managementpersonal on the follow up ofreceivables
• We have verified therealization of foreignexchange with entries in bankstatement, realizationcertificate etc
• We have also verified therealization of the tradereceivables
Based on the above proceduresperformed, we did not identifyany material exceptions inrevenue recognition of exportof goods
5. The Company's Board of Directors is responsible for the other information. The other informationcomprises the information included in the Management Discussion and Analysis, Report on CorporateGovernance and Business Responsibility and Sustainability Report but does not include thestandalone financial statements and our auditor's report thereon.
6. Our opinion on the standalone financial statements does not cover the other information and we willnot express any form of assurance conclusion thereon.
7. In connection with our audit of the standalone financial statements, our responsibility is to read theother information identifies above when it becomes available and, in doing so, consider whether the
other information is materially inconsistent with the standalone financial statements or ourknowledge obtained in audit, or otherwise appears to be materially misstated.
8. We have nothing to report in this regard.
Statements
9. 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 viewof the financial position, financial performance, changes in equity and cash flows of the Company inaccordance with the Indian Accounting Standards (Ind AS) specified under section 133 of the Act.This responsibility also includes maintenance of adequate accounting records in accordance with theprovisions of the Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; and design, implementation andmaintenance of adequate internal financial controls, that were operating effectively for ensuring theaccuracy and completeness of the accounting records, relevant to the preparation and presentation ofthe standalone financial statements that give a true and fair view and are free from materialmisstatement, whether due to fraud or error.
10. In preparing the standalone financial statements, management is responsible for assessing theCompany's ability to continue as a going concern, disclosing, as applicable, matters related to goingconcern and using the going concern basis of accounting unless management either intends toliquidate the Company or to cease operations, or has no realistic alternative but to do so.
11. The Board of Directors is responsible for overseeing the Company's financial reporting process.
12. Our objectives are to obtain reasonable assurance about whether the standalone financial statementsas a whole are free from material misstatement, whether due to fraud or error, and to issue anauditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but isnot a guarantee that an audit conducted in accordance with SAs will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error and are considered materialif, individually or in the aggregate, they could reasonably be expected to influence the economicdecisions of users taken on the basis of these standalone financial statements.
13. As part of an audit in accordance with SAs, we exercise professional judgment and maintainprofessional 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, andobtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The riskof not detecting a material misstatement resulting from fraud is higher than for one resulting fromerror, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or theoverride of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we arealso responsible for expressing our opinion on whether the Company has adequate internalfinancial controls with reference to standalone financial statement in place and the operatingeffectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by the management and Board of Directors.
• Conclude on the appropriateness of management's and Board of Director's use of the goingconcern basis of accounting in preparation of standalone financial statement and, based on theaudit evidence obtained, whether a material uncertainty exists related to events or conditions thatmay cast significant doubt on the Company's ability to continue as a going concern. If, we concludethat a material uncertainty exists, we are required to draw attention in our auditor's report to therelated disclosures in the standalone financial statements or, if such disclosures are inadequate, tomodify our opinion. Our conclusions are based on the audit evidence obtained up to the date ofour auditor's report. However, future events or conditions may cause the Company to cease tocontinue 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 theunderlying transactions and events in a manner that achieves fair presentation.
14. We communicate with those charged with governance regarding, among other matters, the plannedscope and timing of the audit and significant audit findings, including any significant deficiencies ininternal control that we identify during our audit.
15. We also provide those charged with governance with a statement that we have complied withrelevant ethical requirements regarding independence, and to communicate with them allrelationships and other matters that may reasonably be thought to bear on our independence, andwhere applicable, related safeguards.
16. From the matters communicated with those charged with governance, we determine those mattersthat were of most significance in the audit of the standalone financial statements of the current periodand are therefore the key audit matters. We describe these matters in our auditor's report unless lawor 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 adverseconsequences of doing so would reasonably be expected to outweigh the public interest benefits ofsuch communication.
17. 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 ourknowledge 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 faras it appears from our examination of those books.
c) The standalone Balance Sheet, the standalone Statement of Profit and Loss (including OtherComprehensive Income), the standalone Statement of Changes in Equity and the standaloneStatement of Cash Flows 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 AccountingStandards specified under Section 133 of the Act.
e) On the basis of the written representations received from the directors and taken on record by theBoards of directors, none of the directors is disqualified as on March 31, 2024, from beingappointed as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to standalonefinancials statement of the company over financial reporting of the Company and the operatingeffectiveness of such controls, refer to our separate Report in "Annexure A".
g) With respect to the other matters to be included in the Auditor's Report in accordance with Rule11 of the Companies (Audit and Auditors) Rules, 2014, (as amended), in our opinion and to thebest of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations as at March 31, 2024 on itsfinancial position On its standalone financial statements - There are no pending litigations asat March 31, 2024.
ii. The Company has made provision, as required under the applicable law or accountingstandards, for material foreseeable losses, if any, on long-term contracts including derivativecontracts. The Company is discharging the liabilities towards various employees benefitscheme like PF/ESI only to direct employees, even though Company engaged services of casualworkers and workers employed through contractors.
iii. There has been no delay in transferring amounts, required to be transferred, to the InvestorEducation and Protection Fund by the Company during the year.
iv. a. The Management has represented that, to the best of its knowledge and belief, as disclosed
in the Note .50 (iii) to the financial statements, no funds have been advanced or loaned orinvested (either from borrowed funds or share premium or any other sources or kind offunds) by the Company to or in any other persons or entities, 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 orentities identified in any manner whatsoever (“Ultimate Beneficiaries”) by or on behalf ofthe Company or provide any guarantee, security or the like on behalf of the UltimateBeneficiaries.
b. The Management has represented that, to the best of its knowledge and belief, asdisclosed in the Note 50 (xii) to the financial statements, no funds have been received bythe Company from any persons or entities, including foreign entities (“Funding Parties”),with the understanding, whether recorded in writing or otherwise, that the Company shalldirectly or indirectly, lend or invest in other persons or entities identified in any mannerwhatsoever (“Ultimate Beneficiaries”) by or on behalf of the Funding Parties or provideany guarantee, security or the like on behalf of the Ultimate Beneficiaries.
c. Based on such audit procedures performed that has been considered reasonable andappropriate in the circumstances, nothing has come to our notice that has caused us tobelieve that the representations under sub-clause (i) and (ii) of Rule 11(e) contain anymaterial mis-statement.
d. The company has not declared or paid dividend during the year under report andaccordingly nothing to report with regard to compliance of provisions of section 123 ofthe Act.
e. Based on our examination, which included test checks, the Company has used anaccounting software for maintaining its books of account which has a feature of recordingaudit trail (edit log) is not maintained for changes to certain records and changes made bycertain users with specific access, if any. But the company uses a different software forrecording transactions of inventory , wherein the audit trail ( edit log) facility of is notmaintained
Also, refer Note 52 to the standalone financial statements.
18. As required by the Companies (Auditor's Report) Order, 2020 (“the Order”) issued by the CentralGovernment in terms of Section 143(11) of the Act, we give in "Annexure A" a statement on thematters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
For BSJ & Associates
Chartered Accountants
(Firm's Registration No.010560S)
Sd/-
CA. Jobby George
Partner (Membership No. 211174)
UDIN: 24211174BKBNJU6226
Place: Vengalam
Date: 11.06.2024