We have audited the accompanying standalone financial statements of Boston Bio SystemsLimited(“fhe Company”) which comprises the Balance Sheet as at 31 March 2024, the Statementof Profit and Loss (including Other Comprehensive Income), Statement of Changes in Equity andStatement of Cash Flows for the year then ended, and notes to the financial statements, including asummary of material accounting policies and other explanatory information (hereinafter referred to as“the standalone financial statements”).
In our opinion and to the best of our information and according to the explanations given to us, 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 31 March 2024 andprofit, total comprehensive income, the changes in equity and its cash flows for the year ended onthat date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section143(10) of the Companies Act, 2013. Our responsibilities under those Standards are furtherdescribed in the Auditor’s Responsibilities for the Audit of the Standalone Financial Statementssection of our report. We are independent of the Company in accordance with the Code of Ethicsissued by the Institute of Chartered Accountants of India together with the ethical requirements thatare relevant to our audit of the standalone financial statements under the provisions of theCompanies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion onthe Standalone Financial Statements.
Information Other than the Standalone Financial Statements and Auditor’s Report Thereon
The Company’s Management and Board of Directors are responsible for the other information. Theother information comprises the information included in the Company’s annual report, but does notinclude the standalone financial statements and our auditor’s report thereon. The Company’s annualreport is expected to made available to us after the date of this auditor’s report.
Our opinion on the standalone financial statements does not cover the other information and we donot express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read theother information and, in doing so, consider whether the other information is materially inconsistentwith the standalone financial statements or our knowledge obtained in the audit or otherwise appearsto be materially misstated.
When we read the Company’s annual report, if we conclude that there is a material misstatementtherein, we are required to communicate the matters to those charged with governance and takenecessary actions, as applicable under the relevant law and regulations.
Management’s and Board of Director’s Responsibilities for the Financial Statements
The Company’s Management and Board of Directors are responsible for the matters stated in section134(5) of the Act with respect to the preparation of these standalone financial statements that give atrue and fair view of the financial position, financial performance, including other comprehensiveincome, changes in equity and cash flows of the Company in accordance with accounting principlesgenerally accepted in India, including Indian Accounting Standards (IND AS) prescribed undersection 133 of the Act. This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding of the assets of the Company and forpreventing and detecting frauds and other irregularities; selection and application of appropriate ofaccounting policies; making judgments and estimates that are reasonable and prudent; and design,implementation and maintenance of adequate internal financial controls that were operatingeffectively for ensuring the accuracy and completeness of the accounting records, relevant to thepreparation and presentation of the standalone financial statement that give a true and fair view andare free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the management and Board of Directors areresponsible for assessing the Company’s ability to continue as a going concern, disclosing, asapplicable, matters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations, or has no realisticalternative 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 IND AS Financial Statement
Our objectives are to obtain reasonable assurance about whether the Standalone financialstatements as a whole are free from material misstatement, whether due to fraud or error, and toissue an auditor’s report that includes our opinion. Reasonable assurance is a high level ofassurance but is not a guarantee that an audit conducted in accordance with SAs will always detect amaterial misstatement when it exists. Misstatements can arise from fraud or error and are consideredmaterial if, individually or in the aggregate, they could reasonably be expected to influence theeconomic 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 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 auditprocedures that are appropriate in the circumstances. Under section 143(3)(i) of the CompaniesAct, 2013, we are also responsible for expressing our opinion on whether the company hasadequate internal financial controls with reference to Standalone Financial Statements in placeand the operating effectiveness 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 the Management and Board of Directors use of the goingconcern basis of accounting in preparation of standalone financial statements 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 weconclude that a material uncertainty exists, we are required to draw attention in our auditor’sreport to the related disclosures in the standalone financial statements or, if such disclosures areinadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained upto the date of our auditor’s report. However, future events or conditions may cause the Companyto 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 theunderlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the standalone financial statements that, individuallyor in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable userof the standalone financial statements may be influenced. We consider quantitative materiality andqualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work;and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements
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.
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.
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.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the CentralGovernment of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, wegive in the “Annexure A” a statement on the matters specified in paragraphs 3 and 4 of theOrder, to the extent applicable.
2. As required by Section 143(3) of the Act, based on our audit we report, to the extent applicablethat:
(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 Companyso far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss (including Other ComprehensiveIncome), Statement of change in equity and the 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 IndianAccounting Standards (IND AS) specified under Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on 31 March 2024taken on record by the Board of Directors, none of the directors is disqualified as on 31 March2024 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 Control with reference to StandaloneFinancial Statements of the Company and the operating effectiveness of such controls, referto our separate Report in the “Annexure B”.
(g) With respect to the other matters to be included in the Auditor’s Report in accordance withRule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best ofour information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position inits standalone financial statements;
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses;
iii. There has no delay in transferring amounts, required to be transferred, to the InvestorEducation and Protection Fund by the Company.
iv.
> The management has represented that, to the best of its knowledge and belief, nofunds have been advanced or loaned or invested (either from borrowed funds orshare premium or any other sources or kind of funds) by the Company to or in anyother persons or entities, including foreign entities (“Intermediaries”), with theunderstanding, whether recorded in writing or otherwise, that the Intermediaryshall, whether, directly or indirectly lend or invest in other persons or entitiesidentified in any manner whatsoever (“Ultimate Beneficiaries”) by or on behalf ofthe Company or provide any guarantee, security or the like to or on behalf of theUltimate Beneficiaries;
> The management has represented, that, to the best of its knowledge and belief, nofunds have been received by the Company from any persons or entities, includingforeign entities (“Funding Parties”), with the understanding, whether recorded inwriting or otherwise, that the Company shall, whether, directly or indirectly, lend orinvest in other persons or entities identified in any manner whatsoever (“UltimateBeneficiaries”) by or on behalf of the Funding Party or provide any guarantee,security or the like from or on behalf of the Ultimate Beneficiaries; and
> Based on such audit procedures as considered reasonable and appropriate in thecircumstances, nothing has come to our notice that has caused us to believe thatthe representations under sub clause (a) and (b) above contain any material mis¬statement.
v. The Dividend declared and paid during the year ended 31 March 2024 by the Companyis in compliance with section 123 of the Act.
vi. Based on our examination which included test checks, the Company has used anaccounting software for maintaining its books of account for the financial year ended 31March 2024, which does not have a feature of recording audit trail (edit log) facility.Consequently, we are unable to comment on audit trail requirements of the saidsoftware, as envisaged under Rule 11 (g) of the Companies (Audit and Auditors) Rules,2014, as amended.
As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, as amended isapplicable for the Company only w.e.f. 1 April 2023, therefore, reporting under Rule 11(g)of the Companies (Audit and Auditors) Rules, 2014, as amended, on preservation ofaudit trail as per the statutory requirements for record retention is not applicable forfinancial year ended 31 March 2024.
(h) With respect to the other matters to be included in the Auditor’s Report in accordance with therequirements of section 197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us,the remuneration paid by the Company to its directors during the current year is in accordancewith the provisions of section 197 of the Act.
For Nahar V & Company,
Chartered Accountants
Firm’s Registration No.: 010443C
Sd/-
Vishal Nahar
Proprietor
Membership No.: 400217
Place: Indores
Date: 05 September 2024