We have audited the accompanying financial statements of B.A.G Convergence Private Limited ("the Company"),which comprise the balance sheet as at March 31, 2024, and the Statement of Profit and Loss for the year then ended,and notes to the financial statements, including a summary of significant accounting policies and other explanatoryinformation.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaidfinancial statements give the information required by the Companies Act, 2013 ('Act') in the manner so required andgive a true and fair view in conformity with the accounting principles generally accepted in India, of the state ofaffairs of the Company as at March 31, 2024, its Profit for the year ended on that date.
Basis for opinion
We conducted our audit in accordance with the standards on auditing specified under section 143 (10) of theCompanies Act, 2013. Our responsibilities under those Standards are further described in the auditor'sresponsibilities for the audit of the financial statements section of our report. We are independent of the Company inaccordance with the code of ethics issued by the Institute of Chartered Accountants of India together with the ethicalrequirements that are relevant to our audit of the financial statements under the provisions of the Act and the rulesthereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and thecode of ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.Information Other than the Financial Statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the preparation of other information. The other informationcomprises the information included in the in the Board's Report including Annexure(s) to Board's Report, but doesnot include the financial statements and our auditor's report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express anyform of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the otherinformation and, in doing so, consider whether the other information is materially inconsistent with the standalonefinancial statements or our knowledge obtained during the course of our audit or otherwise appears to be materiallymisstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this otherinformation, we are required to report that fact. We have nothing to report in this regard.
Management's Responsibility for the Standalone Financial Statements
The Company's Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect tothe preparation of these standalone financial statements that give a true and fair view of the financial position,financial performance, including other comprehensive income, changes in equity and cash flows of the Company inaccordance with the Ind AS and other accounting principles generally accepted in India. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguardingof the assets of the Company and for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that are reasonable and prudent;
and design, implementation and maintenance of adequate internal financial controls, that were operating effectivelyfor ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentationof the standalone financial statements that give a true and fair view and are free from material misstatement,whether due to fraud or error.
In preparing the standalone financial statements, management is responsible for assessing the Company's ability tocontinue as a going concern, disclosing, as applicable, matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to cease operations, or has norealistic alternative but to do so.
Board of Directors is also responsible for overseeing the Company's financial reporting process.
Auditor's responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance withSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and areconsidered material if, individually or in the aggregate, they could reasonably be expected to influence the economicdecisions of users taken on the basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraudis higher than for one resulting 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 audit procedures that areappropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible forexpressing our opinion on whether the company has adequate internal financial controls system in place and theoperating effectiveness of such controls
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and relateddisclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on theaudit evidence obtained, whether a material uncertainty exists related to events or conditions that may castsignificant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertaintyexists, we are required to draw attention in our auditor's report to the related disclosures in the financial statementsor, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However, future events or conditions may cause the Company tocease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, andwhether the financial statements represent the underlying transactions and events in a manner that achieves fairpresentation.
We communicate with those charged with governance regarding, among other matters, the planned scope andtiming of the audit and significant audit findings, including any significant deficiencies in internal control that weidentify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethicalrequirements regarding independence, and to communicate with them all relationships and other matters that mayreasonably be thought to bear on our independence, and where applicable, related safeguards.
Report on other legal and regulatory requirements
As As required by the Companies (Auditor's report) Order, 2016 ("the Order") issued by the Central Government ofIndia in terms of sub-section (11) of section 143 of the Act, we give in the Annexure "A", a statement on the mattersspecified in paragraphs 3 and 4 of the Order, to the extent applicable.
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 best of our knowledge and beliefwere 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 far as it appearsfrom our examination of those books;
(c) The balance sheet, the statement of profit and loss, and the cash flow statement dealt with by this report are inagreement with the books of account;
(d) In our opinion, the aforesaid financial statements comply with the accounting standards specified under section133 of the Act, read with rule 7 of the Companies (Accounts) Rules, 2014;
(e) On the basis of the written representations received from the directors as on March 31, 2024 taken on record bythe board of directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a directorin terms of Section 164 (2) of the Act;
(f) Since the Company's turnover as per last audited financial statements is less than Rs.50 Crores and its borrowingsfrom banks and financial institutions at any time during the year is less than Rs.25 Crores, the Company is exemptedfrom getting an audit opinion with respect to the adequacy of the internal financial controls over financial reportingof the company and the operating effectiveness of such controls vide notification dated June 13, 2017; and
(g) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to theexplanations given to us;
1. The Company does not have any pending litigations which would impact its financial position;
2. The Company did not have any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses; and
3. There were no amounts which were required to be transferred to the Investor Education and Protection Fund bythe Company.
4. (a) The Management has represented that, to the best of its knowledge and belief, no funds (which are materialeither individually or in the aggregate) have been advanced or loaned or invested (either from borrowed fundsor share premium or any other sources or kind of funds) by the Company to or in any other person or entity,including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise,that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified inany manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee,security or the like on behalf of the Ultimate Beneficiaries;
(b) The Management has represented, that, to the best of its knowledge and belief, no funds (which are materialeither individually or in the aggregate) have been received by the Company from any person or entity, includingforeign entity ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that theCompany shall, whether, directly or 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 of the Ultimate Beneficiaries;
(c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances,nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii)of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
5. The Company has not declared or paid any dividend during the year and has not proposed final dividend forthe year.
6. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from 1 April2023.
Based on our examination which included test checks, except for the instances mentioned below, the Companyhas used accounting softwares for maintaining its books of account, which have a feature of recording audittrail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded inthe respective software.
Further, for the periods where audit trail (edit log) facility was enabled and operated throughout the year forthe respective accounting software, we did not come across any instance of the audit trail feature beingtampered with.
Other Matter
The financial statement of the Company for the year ended 31st March 2024 were audited by Joy Mukherjee &Associates Chartered Accountants who expressed unmodified opinion vide their report dated 10th June 2024.Our Opinion is not modified in respect of said matter.
For Joy Mukherjee & Associates
Chartered AccountantsICAI Firm Registration Number. 006792C
Sd/-
CA J. Mukherjee
Place: Noida Partner
Dated: June 10,2024 Membership Number.074602
UDIN: 24074602BKCIYV5044