Auditor Report of Mishtann Foods Ltd.

Mar 31, 2023

INDEPENDENT AUDITOR''S REPORT

TO THE MEMBERS OF

MISHTANN FOODS LIMITED
(CIN: L15400GJ1981PLC004170)

REPORT ON THE STANDALONE FINANCIAL STATEMENTS

We have audited the Financial Statements of MISHTANN
FOODS LIMITED L15400GJ1981PLC004170 ("the
Company"), which comprise the Balance Sheet as at 31st
March 2023, the Statement of Profit and Loss, Statement of
Cash Flows for the year then ended and notes to the financial
statements, including a summary of significant accounting
policies and other explanatory information.

Auditor Opinion

In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
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
Accounting Standards prescribed under section 133 of the
Act and other accounting principles generally accepted in
India, of the state of affairs of the Company as at March 31,
2023, the Profit and its cash flows for the year ended on that
date.

Basis for Opinion

We conducted our audit in accordance with the Standards on
Auditing (SAs) 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
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 there under, 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 opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
financial statements of the current period. These matters
were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters.
We have key audit matter to communicate in our report as
under

• The closing stock valued excess to the extent of RS.
9,55,04,370/- hence profit increased to that extend as
per AS 2 the inventories should be valued at lower of the
cost and net realizable value. Hence inventory valuation
policy followed by the company is not consistent with
going concern basis. The director has explain in written
submission that realisation value will be higher than cost
as inventory of rice proposed to sold in export market
through own subsidiary at Dubai established in year.

• The company has made provisions for income tax
payable on net income for FY2021-22 Rs.
15,85,66,980/- and for FY2022-23 Rs. 26,89,12,613/-
which are unpaid, together with interest till date. The
management has explain that the said demand will be
paid in next year.

• The GST department has issued show cause notice. The
matter required adjudication. Till date no demand notice
has been served on the company. Also the company has
file a writ petition against the show cause notice.

• The company has issued bonus share 1:1 on dated
09/06/2022 hence paid-up capital increase from Rs.
50crores to 100crores.

• As per resolution of board of director meeting heal on
dated 31/12/2022 the company has decided to go for
right issue of Rs. 150crores which are pending for
approval.

• The company has incorporated wholly own subsidiary
company name GROW AND GRUB NUTRIENTS LLC at
Dubai on dated 29/04/2023 after balance sheet date.

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

The Company''s Board of Directors is responsible for the
preparation of the other information. The other information
comprises the information included in the Management
Discussion and Analysis, Board''s Report including
Annexures to Board''s Report, Business Responsibility
Report, Corporate Governance and Shareholder''s

Information, but does not include the Financial Statements
and our auditor''s report thereon.

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

In connection with our audit of the financial statements, our
responsibility is to read the other information and, in doing
so, consider whether the other information 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 performed, we conclude that
there is a material misstatement of this other information, we
are required to report that fact. We have nothing to report in
this regard except noted in key audit matter

FOR J M Patel & Bros.

Place: Ahmedabad CHARTERED ACCOUNTANTS

Date: 30 - 05 - 2023 Reg. No. 107707W

UDIN: 23030161BGRRPO3835

CA JASWANT M PATEL
PROPREITOR
Mem. No. 030161

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Mar 31, 2018

Report on the Financial Statements

We have audited the accompanying standalone financial statements of MISHTANN FOODS LIMITED (“the Company”), which comprise the Balance Sheet as at March 31, 2018, and the Statement of Profit and for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding assets of the Company and for preventing and detecting frauds and other irregularities; selection and application 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 effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility

Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

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.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2018;

b) in the case of the Profit and Loss Account, of the profit for the year ended on that date.

c) in case of Cash Flow Statement, of the Cash Flow for the year ended on that date.

Report on other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraph 3 and 4 of the Order, to the extent applicable.

2. As required by section 143 (3) of the Act, we report that:

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

b) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books.

C) The Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement 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 Accounting Standards specified under Section 133 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 31st March, 2018 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2018 from being appointed as a director in terms of Section 164 (2) of the Act.

f) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations, if any on its financial position in its financial statements .

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts .

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

Annexure to the Auditors’ Report

Referred to in the Paragraph 3 under the heading ‘Report on the Other Legal and Regulatory Requirements’ of our report of even date on the financial statements of the Company for the year ended March 31, 2018.

I. In respect of its fixed assets:

a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

b) According to the information and explanations given to us, the fixed assets have been physically verified by the management during the year in a phased periodical manner which, in our opinion, is reasonable having regard to the size of the Company and nature of its business. No discrepancies of serious nature have been noticed by the management and almost all the items as appearing in the register have been physically verified at the end of the year.

c) According to the information and explanations given to us, title deeds of immovable properties are not held in the name of the company. The title deeds of immovable properties are held in name of below mentioned director. :-

Mr. Hiteshkumar G. Patel, Mr. Navinchandra D. Patel. Directors has given right to use of immovable property to the company by executing registered lease deed for the period of 30 years.

II. In respect of its Inventories:

a) Physical verification of inventory has been conducted at reasonable intervals by the management and no material discrepancies were noticed.

b) The Company is valuing physical inventories at lower of cost or Net realizable Value.

III. In respect of loans granted and taken to / from parties covered in the register maintained u/s 189 of the Companies Act, 2013

The company has not granted any loans, secured or unsecured to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Companies Act, 2013.

a) the terms and conditions of the grant of such loans are not prejudicial to the company’s interest.

b) the schedule of repayment of principal and payment of interest has been stipulated and whether the repayments or receipts are regular.

IV. In respect of loans, investments and guarantees u/s. Section 185 and 186 of the Companies Act, 2013.

In our opinion and according to the information and explanations given to us, In respect of loans, investments and guarantees, whether provisions of Section 185 and 186 of the Companies Act, 2013 have been complied with.

V. In respect of deposits from public :

In our opinion and according to the information and explanations given to us, the Company has not accepted deposits from the public during the year. Therefore the provisions of clause 4(vi) of CARO are not applicable to the Company.

VI. In respect of maintenance of cost records:

Pursuant to rules made by the Central Government for the maintenance of cost records under sub-section (1) of section 148 of the Companies Act 2013 in respect of certain manufacturing activities, as informed to us, the Company is not required to maintain cost records.

VII. In respect of statutory dues:

According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted / accrued in the books of account in respect of undisputed statutory dues including Provident fund, Income tax, Wealth tax, Sales tax, Value added tax, cess and any other material statutory dues have generally been regularly deposited during the year by the Company with the appropriate authorities. As explained to us, the Company did not have any dues on account of Employees’ State Insurance, Custom Duty and Excise duty. According to the information and explanations given to us, there are no undisputed statutory dues payable in respect of Provident Fund, Employees State Insurance, Income tax, Sales-tax Wealth Tax, Custom Duty, Excise Duty, Cess which are outstanding as at 31.3.2018 for a period of more than six months from the date they became payable.

According to the information and explanations given to us, the particulars of dues of income tax or sales tax or service tax or duty of customs or duty of excise or value added tax and other material statutory dues as at 31st March, 2018 which have not been deposited on account of any dispute, are as follows:

Name of the Statue	Nature of Dues	Amounts Involved	Period to which the amount relates	Forum where the dispute is pending
-	-	-	-	-

VII. In respect of dues to financial institution / banks / debentures:

Based on our audit procedures and on the basis of information and explanation given by the management, we are of the opinion that the company has not defaulted in the repayment of dues to financial institution and banks.

IX. In respect of application of money raised by Initial public offer , further public offer (including debt instruments) and term loans.

According to the information and explanations given to us, company has not raised any money from initial public offer, further public offer (including debt instruments).

According to the information and explanations given to us the term loan has been applied for the purpose for which the loans were obtained.

X. In respect of fraud:

To the best of our knowledge and belief and according to the information and explanations given to us, no fraud by the Company or on the Company by its officers or employees has been noticed or reported during the course of our audit.

XI. In respect of Managerial Remuneration.

In our opinion and according to the information and explanations given to us and on the basis of our examination of the records, managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Companies Act.

XII. In respect of Nidhi Company

In our opinion and according to the information and explanations given to us, Company is not Nidhi Company. Hence Compliance related to Net owned fund is not applicable to company.

XIII. In Respect of Related parties Transactions

In our opinion and according to the information and explanations given to us, all transactions with the related parties are in compliance with Section 188 and 177 of Companies Act, 2013, where applicable and the details have been disclosed in the Financial Statements etc as required by the accounting standards and Companies Act, 2013.

XIV. In Respect of Preferential Allotment/Private Placement of shares.

According to the information and explanations given to us , the company has made only preferential allotment for 2,10,03,000 share issued at Rs. 10 each fully paid up and compliance under section 42 of the Companies Act, 2013 complied with. Further, the company has not made any private placement of shares or fully or partly convertible debentures during the year under review and if so, compliance under section 42 of the Companies Act, 2013 complied with.

XV. In Respect of Non Cash transactions with Directors

According to the information and explanations given to us the company has not entered into any non-cash transactions with directors or persons connected with him and so compliance under section 42 of the Companies Act, 2013 need not complied with.

XVI. In Respect of Registration of Nidhi Company.

The company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.

For RAHUL KAKANI & ASSOCIATES

(CHARTERED ACCOUNTANTS)

AJAY D. PATEL

Partner

M.NO.: - 163596

Place: -Ahmedabad

Date: - 14/05/2018