We have audited the accompanying standalone financial statements of NIRMITEE ROBOTICSINDIA LIMITED (the “Company), which comprise the Balance Sheet as at 31st March’ 2024 andStatement of Profit and Loss, and the Statement of Cash Flows, for the year then ended, and notes tothe standalone financial statements, including a summary of significant accounting policies and otherexplanatory 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, 2013in the manner so required and give a true and fair view in conformity with the accounting principlesgenerally accepted in India, of the state of affairs of the Company as at March 31, 2024 and its Profitfor the year ended on that 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 further describedin the Auditor's Responsibilities for the Audit of the Standalone Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued by theInstitute of Chartered Accountants of India together with the ethical requirements that are relevant toour audit of the standalone financial statements under the provisions of the Companies Act, 2013 andthe Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our opinion.
Other Matter
The Company had set up a wholly-owned subsidiary in the United Arab Emirates in the year 2022,by the name of ‘Nirmitee Robotics AC Maintenance LLC’. For the establishment of the subsidiary,the Company has advanced certain sums to its Directors and Employees, which are appropriatelydisclosed in the Standalone Financial Statements. Now, the Management intends to close thebusiness activities of its wholly owned subsidiary company due to inviability of the business, by theend of the year 2024. The financial loss on account of such wholly-owned subsidiary is shown underconsolidated financial statements of the Company, which would have marginal effect on thefinancials of the company however, this would not impact the business of the parent company and itsgoing concern status.
We did not audit the financial statements/information of Nirmitee Robotics AC Maintenance LLC.The financial statements/information of the subsidiary are subject to being audited by theindependent auditor of the said concern, whose reports have not been produced to us, and ouropinion in so far as it relates to the amounts and disclosures included in respect of the subsidiary, isbased solely on the report by the management, which is unaudited.
We consider it necessary to communicate this matter with the users of the standalone financialstatements as it is relevant to the users’ understanding of these standalone financial statements, theauditor’s responsibilities, or the audit report. Our opinion is not modified in this regard.
If, based on the work we have performed, we conclude that there are matters which need emphasis inour report; we are required to report those matters. We draw attention to the following matterappropriately disclosed in the standalone financial statements that are significant to the users’understanding of the standalone financial statements:
We draw attention to the note no. 9 of the standalone financial results wherein during the year underconsideration, the holding company has acquired assets amounting to Rs. 36,24,587.70/- from itswholly owned subsidiary company by way of transfer through invoice on the intended businessclosure of the wholly owned subsidiary company as decided by the management of the company.This transfer is made by adjustment through loan/advance account. These assets are lying with theCustoms Authorities, Dubai on Dubai Port pending customs clearance as at the Balance Sheet date.These assets are shown under the head fixed assets as “Capital Goods in transit” both in standaloneand consolidated financial results.
Our opinion is not modified in respect of these matters.
Key Audit Matters are those matters that in our professional judgment, were of most significance inour audit of the Standalone Financial Statements of the current period. These matters were addressedin the context of our audit of the Standalone Financial Statements as a whole, and in forming ouropinion thereon, and we do not provide a separate opinion on these matters.
The Company’s Board of Directors is responsible for the other information. The other informationcomprises the information included in the other applicable report, but does not include the standalonefinancial statements and our auditor’s report thereon.
Our opinion on the standalone financial statements does not cover such 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.
If, based on the work we have performed, we conclude that there is a material misstatement of thisother information, we are required to report that fact. We have nothing to report in this regard.
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of theCompanies Act, 2013 (“the Act”) with respect to the preparation of these Standalone FinancialStatements that give a true and fair view of the financial position, financial performance and CashFlows of the Company in accordance with the accounting principles generally accepted in India,including the accounting Standards specified under Section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions of the Actfor safeguarding of the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; making judgments andestimates that are reasonable and prudent; and design, implementation and maintenance of adequateinternal financial controls, that were operating effectively for ensuring the accuracy andcompleteness of the accounting records, relevant to the preparation and presentation of thestandalone financial statements that give a true and fair view and are free from materialmisstatement, whether due to fraud or error.
In preparing the Standalone Financial Statements, the Board of Directors is responsible for assessingthe Company’s ability to continue as a going concern, disclosing, as applicable, matters related togoing concern and using the going concern basis of accounting unless the Board of Directors eitherintends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors is also responsible for overseeing the Company’s financial reportingprocess.
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.
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,and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.The risk of not detecting a material misstatement resulting from fraud is higher than for oneresulting from error, as fraud may involve collusion, forgery, intentional omissions,misrepresentations, or the override 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 theCompanies Act, 2013, we are also responsible for expressing our opinion on whether the
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company has adequate internal financial controls system in place and the operatingeffectiveness of such controls
• Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis ofaccounting and, based on the audit evidence obtained, whether a material uncertainty existsrelated to events or conditions that may cast significant doubt on the Company’s ability tocontinue as a going concern. If we conclude that a material uncertainty exists, we are requiredto draw attention in our auditor’s report to the related disclosures in the standalone financialstatements or, if such disclosures are inadequate, to modify our opinion. Our conclusions arebased on the audit evidence obtained up to the date of our auditor’s report. However, futureevents 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 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 user ofthe 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 withgovernance, we determine those matters that were of most significance in the audit of the standalonefinancial statements of the current period and are therefore the key audit matters. We describe thesematters in our Auditor’s Report unless law or regulation precludes public disclosure about the matteror when, in extremely rare circumstances, we determine that a matter should not be communicated inour report because the adverse consequences of doing so would reasonably be expected to outweighthe public interest benefits of such communication.
1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by theCentral Government of India in terms of sub-section (11) of section 143 of the CompaniesAct, 2013, we give in the “Annexure A” a statement on the matters specified in paragraphs 3and 4 of the Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit. ; . \
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(b) In our opinion, proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books.
(c) The Balance Sheet and the statement of Profit & Loss and the Cash Flow Statementdealt with by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with theAccounting Standards specified under Section 133 of the Act, read with Rule 7 of theCompanies (Accounts) Rules, 2014.
(e) On the basis of the written representations received from the directors as on 31stMarch, 2024 taken on record by the Board of Directors, none of the directors isdisqualified as on 31st March, 2024 from being appointed as a director in terms ofSection 164(2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reportingof the Company and the operating effectiveness of such controls, refer to our separatereport in “Annexure B”. Our report expresses an unmodified opinion on theadequacy and operating effectiveness of the Company’s internal financial controlsover financial reporting;
(g) With respect to the other matters to be included in the Auditor’s Report in accordancewith Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion andto the best of our information and according to the explanations given to us:
1. The Company does not have any pending litigations as on 31 March 2024 whichwould impact its financial position.
2. The Company did not have any long-term contracts including derivative contractsfor which there were any material foreseeable losses.
3. There has been no delay in transferring amounts, required to be transferred, to theInvestor Education and Protection Fund by the Company.
4.
a. The Management has represented that, to the best of its knowledge andbelief, no funds (which are material either individually or in the aggregate)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 orin any other person or entity, including foreign entity (“Intermediaries”),with the understanding, whether recorded in writing or otherwise, that theIntermediary shall, whether, directly or indirectly lend or invest in otherpersons or entities identified in any manner whatsoever by or on behalf ofthe Company (“Ultimate Beneficiaries”) or provide any guarantee, securityor the like on behalf of the Ultimate Beneficiaries;
b. The Management has represented, that, to the best of its knowledge andbelief, no funds (which are material either individually or in the aggregate)have been received by the Company from any person or entity, includingforeign entity (“Funding Parties”), with the understanding, whetherrecorded in writing or otherwise, that the Company shall, whether, directlyor indirectly, lend or invest in other persons or entities identified in anymanner whatsoever by or on behalf of the Funding Party (“Ultimate
Beneficiaries”) or provide any guarantee, security or the like on behalf ofthe Ultimate Beneficiaries;
c. Based on the audit procedures that have been considered reasonable andappropriate in the circumstances, nothing has come to our notice that hascaused us to believe that the representations under sub-clause (i) and (ii) ofRule 11(e), as provided under (a) and (b) above, contain any materialmisstatement.
5. The Company has neither declared nor paid any dividend during the year.
6. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules,2014 is applicable from 1 April 2023. Based on our examination which includedtest checks, the Company has used accounting software for maintaining its booksof account, which has a feature of recording audit trail (edit log) facility and thesame has operated throughout the year for all relevant transactions recorded in therespective software. Further, for the periods where audit trail (edit log) facility wasenabled and operated throughout the year for the respective accounting software,we did not come across any instance of the audit trail feature being tampered with.
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For B P S D & Associates
©Chartered AccountantsFRN: 118251W
CA Shantanu DeshmukhPartner
M. No.: 103837UDIN: