S.R. BAruB01 & Co. LLP

2nd & 3rd Floor

Goll View Corporate Tower·B

Chartered Accountants

Sector • 42. Sector Road

Guruqrarn · 122 002. Haryana. India

Tel : +91124681 6000

INDEPENDENT AUDITOR'S REPORT

To the Members of PCBL Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of PCBL Limited ("the Company"), which comprise the Balance sheet as at March 31 , 2023, the Statement of Profit and Loss, including the Statement of Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory infom1ation.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the infomrntion required by the Companies Act, 2013, as amended ("the Act") in the manner so required and give a true and fair Vlew in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 3 1, 2023, its profit including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.

Basis :ior Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs), as specified under section 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 of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements for the financial year ended March 31 , 2023. 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. For each matter below , our desc1iption of how our audit addressed the matter is provided in that context.

We have detennined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditor' s responsibilities for the audit of the standalone financial statements section of our report, including in relation to these matters. Accordingly, our audit included the perfom1ance of procedures designed to respond to our assessment of the risks of material misstatement of the standalone financial statements. The results of our audit

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S.R. BATLtBot & Co. LLP

Chartered Accountants

procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying standalone financial statements.

Key audit matters

How our audit addressed the key audit matter

Provisions for claims & litigations and disclosure of contingent liabilities (as described in Note

I I.I and 24 ofthe standalonefinancial statements)

The Company is involved in litigations, Our audit procedures included the following:

both for and against the Company, • We evaluated and tested the Company's processes

comprising of tax matters, legal

and controls for monitoring of such claims,

compliances and other disputes.

litigations, disputes, compliances and assessment

The Company assesses the need to make

thereof for determining the likely outcome.

a provision or disclose a contingency on

We read the summary of the litigations prepared by

a case-to-case basis considering the

the management and discussed the material cases to

underlying facts of each matter, in

determine the Company's assessment of the

consultation

with

its advisors

and

likelihood and magnitude of any liability that may

lawyers. This involves a high level of

arise.

management judgement and asswnptions

which impact the risk assessment and

consequential

provisioning

and

We obtained independent legal confirmations from

disclosure of contingencies m the

the concerned lawyers, where applicable, to seek

financial statements.

their opinion on the status of such litigations

and

This area is significant to our audit, since

checked

the

management judgement

and

assumptions

the completeness and accuracy of

accounting

and

disclosures

for

• We discussed with the management, including the

contingencies 1s dependent on such

Company's internal tax experts and bead of legal

management

judgement

and

matters to understand the basis of management's

assumptions.

judgements and estimates.

  • We obtained risk assessment of tax litigations from om tax specialists to assess management's judgements and assumptions on such matters.
  • We read the minutes of the board meetings and tested the Company's legal expenses to determine the completeness of claims, disputes and litigations.
  • We tested the adequacy of disclosures m the standalone financial statements.
  • We also obtained necessary representation from the management in regard to provisioning and disclosure in respect of the claims and litigation.

S.R. BAri1eo1 & Co. LLP

Chartered Accountants

Key audit matters

How our audit addressed the key audit matter

Fair Valuation of investments in unquoted ~guitv and preference shares (as described 4(a) qf

the standalone financial statements)

The Company has fair valued its non- current investments in unquoted equity and preference shares of few companies as at the year end.

Determining the fair value of such unquoted investments requires valuation techniques which has been perfom1ed by independent valuation experts, applying applicable valuation methodologies.

These investments, being material to

these financial statements, was detem1ined to be a key audit matter in our audit.

Our audit procedures included the following:

  • We obtained the last audited financial statements for the year ended March 3 1, 2022, and the unaudited management certified trial balance for the year ended March 31, 2023, where relevant. of the investee companies and traced the composition ofthe net asset value of such investee companies used m fair valuation exercise, to the same.
  • We read such financial information to detennine any matters which sliould have been considered for the valuation exercise and discussed with the management for the year ended March 31, 2023, if there are any other significant developments since the last audited financial statements.
  • We compared the fair valuation of such investments as on March 31, 2023, with the fair valuation as on March 31, 2022, and discussed with the concerned valuer and the management the reasons for changes to such fair valuation.
  • Further, we obtained Independence confirmation from the concerned valuers and assessed their competence.

We a lso obtained suitable management representation as regards the fair valuation of these investments.

We have detennined that there are no other key audit matters to communicate in our report.

Information Other than the Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the other infonnation. The other information comprises the information included in the Management Discussion and Analysis, Board 's Report including Annexures to Board's Repo rt, Business Responsibility and Sustainability Report, Corporate Governance and Shareholder's Infonnation, but does not include the standalone financial statements and our auditor's report thereon.

Our opinion on the standalone financial statements does not cover the other infonnation and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statemel"ts, our responsibility is to read the other information and, in doing so, consider whether such other infom1ation is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have perfom1ed, we conclude that there is a material

S.R. BArL1Bo1 & Co. LLP

Chartered Accountants

misstatement of this other infom1ation, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management for the Standalone Financial Statements

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 stand3lone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventir.g and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of 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 fmancial statements, management is responsible for assessing the Company's ability to c0ntinue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing thP, Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasm1able assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Missta1ernents can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic 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 maintain professional 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 one resulting from error, as fraud mey involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

S.R. BATUBOI & Co. LLP

Chartered Accountants

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section I 43(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

Conclude on the appropriateness of managemenfs use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company' s ability to continue as a going concern. If we conclude that a material W1ce1tainty exists, we are required to draw attention in our auditor's report to the related disclosures in the fina11cial st.. ternents or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events 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 the underlying transactions and events in a marmer that achieves fair preser.tation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with govemanc~, we detem1ine those matters that were of most significance in the audit of the standalone financial state,nents for the financial year ended March 31 , 2023 and are therefore the key audit matters. Wc desc1~be these matters in our auditor·s report unless law or regulation preciudes public disclosure about the ma!ter or when, in extremely rare circumstances, we detennine that a matter should not be conununicated in our report because the adverse c;onsequences of doing so would reasonably be expected to cutweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

  1. As required by the Companies (Auditor' s Report) Order, 2020 ("the Order''), issued by the Central Govemrnent of India in tenm: of sub--section () 1) of section 143 of the Act,we give in the "Annexure 1" a statement on the matters specified in paragraphs 3 and 4 of the Order.
  2. As required by Section 143(3) of the Act, we report that:
    1. We have sought and obtained all the i11fom1ation and explanations which to the best of our knowledge and belief were ne.~essary for the purposes of our audit;

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PCBL Ltd. published this content on 26 May 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 June 2023 07:14:06 UTC.