ofthedirectors · 2020. 8. 2. · pursuanttoarticle92 ofthearticlesof...
TRANSCRIPT
![Page 1: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/1.jpg)
Report of the Directors MICO TRADING PRIVATE LIMITED
The Directors have pleasure in presentingtheir TWENTY Seventh Annual Reporttogether with the Audited Statements ofAccounts for the Financial Year endedMarch 31, 2020.
Operations
Board Meetings
During the Financial Year ended March 31,2020, 5 meetings of the Board of Directorswere held on: May 20, 2019; August 23,2019; November 06, 2019, December 13,2019 and February 05, 2020.
The Company has not commenced business.
Dividend
The Board of Directors do not recommendany dividend for the Financial Year endedMarch 31, 2020.
Risk Management
Since the Company has not commenced anybusiness no specific Risk Management Policyhas been formulated. However, the Companyis guided by the Risk Management Policy ofits Parent Company i.e. Bosch Limited.
Directors
Pursuant to Article 92 of the Articles ofAssociation of the Company, Mr. SoumitraBhattacharya (DIN: 02783243) retires byrotation at the Twenty Seventh AnnualGeneral Meeting. He is eligible for re-election.
Details of Loans, Guarantee andInvestment
No Loans, Guarantee & Investments weregranted, provided or made during the periodunder review.
Board of Directors
SI. Name DIN DesignationNo1.
___________
Soumitra________
02783243__________
DirectorBhattacharya
2. S.C.__________
02327433____________
DirectorSrinivasan
Corporate Social Responsibility (CSR)
The Company does not fall under the ambitof Section 135 of Companies Act, 2013relating to Corporate Social Responsibility.
Dr. Andreas Wolf resigned as Director of theCompany with effect from December 31,2019 due to assuming new responsibilitywithin the group.
Mr. S.C. Srinivasan was appointed asAdditional Director of the Company witheffect from January 01, 2020 by the Board attheir meeting held on December 13, 2019and holds office upto the ensuing AnnualGeneral Meeting.
Appointment of Mr. S.C. Srinivasan asDirector of the Company forms part of theTwenty Seventh Notice of the Annual GeneralMeeting.
Related Party Transactions
There were no material contracts orarrangements entered with related partiespursuant to the provisions of section 188 ofthe Act.
Deposits
During the year under review, there were nodeposits as per the provisions of CompaniesAct, 2013.
![Page 2: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/2.jpg)
Auditors
Pursuant to the provisions of Section 139 ofthe Companies Act 2013, M/s. DeloitteHaskins & Sells LLP (Firm Registration No.117366W/W-100018) (DHS LLP) wereappointed as Statutory Auditors of theCompany at the 24th Annual General Meetingof the Company held in 2017 for a period offive years till the conclusion of the 29thAnnual General Meeting to be held forapproval of Financial Statements for the yearended 202 1-22.
The Auditors' Report on the FinancialStatements for the Financial Year 20 19-20 isunmodified i.e. it does not contain anyqualification, reservation or adverse remark.
Directors' Responsibility Statement
Pursuant to Section 134(5) of The CompaniesAct, 2013, we report that:
a) In the preparation of the annualaccounts, the applicable accountingstandards have been followed alongwith proper explanation relating tomaterial departures;
b) the directors had selected suchaccounting policies and applied themconsistently and made judgmentsand estimates that are reasonableand prudent so as to give a true andfair view of the state of affairs of theCompany as at March 31, 2020 andof the loss of the Company for thatperiod;
c) the directors had taken proper andsufficient care for the maintenance ofadequate accounting records inaccordance with the provisions of thisAct for safeguarding the assets of thecompany and for preventing anddetecting fraud and otherirregularities;
d) the directors had prepared theannual accounts on a going concernbasis; and
e) the directors had devised propersystems to ensure compliance withthe provisions of all applicable lawsand that such systems were adequateand operating effectively.
Pl
Energy Conservation, TechnologyAbsorption, Foreign Exchange Earnings& Outgo
The Company has not commenced anyoperation hence provisions of Section134(1)(m) of the Companies Act, 2013 andRule 8 of Company (Accounts) Rules, 2014are not applicable to the Company.
There were no foreign exchange earnings oroutgo during the period under review.
Significant and Material Orders
There were no significant and material orderspassed by the Regulators or Courtsimpacting the going concern status orCompany's operations.
Material Changes and Commitments
There were no material changes andcommitments between the end of FinancialYear and the date of this report which couldhave an impact on the financial position ofthe Company.
Disclosure as per the Sexual Harassmentof Women at Workplace (Prevention,Prohibition and Redressa 1) Act, 2013.
During the year under review, no complaintswere received under the Sexual Harassmentof Women at Workplace (Prevention,Prohibition and Redressal) Act, 2013.
Reporting of Fraud by Auditors:
During the year under review, the StatutoryAuditors have not reported any instances offrauds committed in the Company by itsofficers or employees to the Board pursuantto Section 143 (12) of the Companies Act,2013.
Extract of Annual Return
As required by Section 92(3) of the Act andthe rules framed thereunder, the extract ofthe Annual Return in Form MGT-9 isenclosed as Annexure to the Board's Report.
![Page 3: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/3.jpg)
Report of the Directors
General Disclosure
Your Directors state that no disclosure orreporting is required in respect of thefollowing items as they were not applicable toyour Company during the year:
¯ there was no issue of equity shareswith differential rights as to dividend,voting or otherwise.
¯ There was no issue of shares(including sweat equity shares) toemployees of the Company under anyscheme.
¯ The Company neither has a ManagingDirector nor Whole Time Director.
¯ There were no shares having votingrights not exercised directly by theemployees and for the purchase ofwhich or subscription to which loanwas given by the Company (as thereis no scheme pursuant to which suchpersons can beneficially own sharesas envisaged under section 67(3)(c) ofthe Companies Act, 2013).
¯ The Company is not required tomaintain cost accounts and records.
Compliance with Secretarial Standard 1and Secretarial Standard 2
The applicable Secretarial Standards, i.e. SS -
1 and SS-2 relating to "Meeting of the Boardof Directors" and General Meetings"respectively have been duly complied with bythe Company.
Acknowledgement
Directors express their gratitude to all thestakeholders including various GovernmentDepartments for their continued cooperationextended to the Company.
For and on behalf of the Board of Directors
BhattacharyaDirector
DIN No.: 02783243
�
S.C. Srinivasan
DirectorDIN No.: 02327433
BengaluruMay 21, 2020
MICO TRADING PRIVATE LIMITED
![Page 4: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/4.jpg)
Form No. MGT-9
EXTRACT OF ANNUAL RETURN AS ON THE FINANCIAL YEAR ENDED MARCH 31, 2020
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of theCompanies (Management and Administration) Ru/es, 2014]
LREGISTRATION AND OTHER DETAILS:
j. CIN U51109KA1992PTC013736
ii. Registration Date
iii. Name of the Company
iv. Category / Sub -Category of theCompany
26.11. 1992
MICO TRADING PRIVATE LIMITED
Subsidiary Company of Bosch Limited
v. Address of the Registered office andcontact details
vi. Whether listed company
vii. Name, Address and Contact details ofRegistrar and Transfer Agent, if any
Note* - NA refers to Not Applicable
Hosur Road, Adugodi,Bengaluru - 560 030Telephone: 080 6752 1750No
NA*
lIPRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10 % or more of the total turnover of thecompany shall be stated: -
Sr. Name and Description of NIC Code of % to total turnover ofNo. main products / services the Product! the company
service
Nil
nj
![Page 5: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/5.jpg)
III. PARTICULARS OF HOLDING. SUBSIDIARY AND ASSOCIATE COMPANIES
Sr. FName CIN/GLN Holding! % of ApplicableNo And Subsidiary/ shares Section
Address Associate heldOf TheCompany
1. Bosch L85110KA1951PLC000761 Holding 100.00% 2(46)Limited, CompanyIndia
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup rcetageof Total Equity)
i. Category-wise Share Holding
Category of No. of Shares held at theShareholders beginning of the year
Demat Physical Total
A. Promoter1)Indiana) Individual!HUF
b) CentralGovt
c) StateGovt(s)
d) BodiesCorpBoschLimited
No. of Shares held at the end %of the year Change
duringtheyear
% of Demat Physical TotalTotalS hars
100,000 100,000 100°/o
% ofTotalShares
100,000 100,000 100% NA
e) Banks / Fl1) Any Other
Sub -
total(A)(1):
2) Foreign
![Page 6: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/6.jpg)
g) NRIs -
Individualsh) Other -
Individualsi)BodiesCorp.
j)Banks / Flk) AnyOther....
Sub-total(AX
_______ _______ _____
_____
B. PLShain9 ______ ______
1. Imns
________ ________ __________
a) MulFur
______
b) Bar_____ _______
_____ _____
c) Cer
d) StaGc
______ ______ _____
____ ______
e) VerC
Cc______
_____ ____
g) Fli_________ _________ ______
______
Ih) ForVE
Eu_________
_________ _______
______
_________
1) 0th
L (sp_____
________ _______
______
________
Sub -I(B)(
2. NInst
a) BoC
b) In
(i)Irsharholdnorr
rehold- /
;titutio-- ______ ______
/____ / -_____
tualdsks/FI
--
II?_____
___
-
Litral
___
NA--
)Vt________
________
_______
te
itureipitalinds
______
uran ce_________ _________
_____ ______ _______
S______
eign____________ ____________ ________
________
nt u repital
inds_________
ers________
_________ _______
______
cify- ______- _________ ________
______
_________
otal
itutioflscli es) rprdian)verseas Ilividuals
dividualehol d ersIngmal
______
________
![Page 7: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/7.jpg)
share capitalupto Rs. 1Ia kh
(ii)Individualsharehoi d ersholdingnominalshare capitalin excess ofRs 1 lakh
c) Others(Sp-eci fy)
Sub -total(B)(2)
Total PublicShareholding
/'---
held byCustodianfor GDRs &ADRsGrand,Total
(A+B+C)
ii.Shareholding of Promoters
NA
Sr. Shareholder's Shareholding at the Shareholding at the end ofNo Name beginning of the year the year
No. of % of %of Shares No. ofShares total Pledged / Shares
Shares of encumberedthe to totalcompany shares
1. Bosch Limited 100,000 100% Nil 100,000
[ Total 10O00O 100% Nil 100,000
% of total %of %Shares of Shares changethe Pledge in sharecompany d / holding
encum during
bered the yearto totalshares
100% Nil NA
100% Nil NA
![Page 8: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/8.jpg)
iii.Change in Promoters' Shareholding ( please specify, if there is nochange)
Note - There is no change in Promoters' Shareholding
Sr. Shareholding at the Cumulative Shareholdingno beginning of the year during the year
No. of shares of totalshares of the
No. of shas-TO/o of total
Ishares of the
4 company_-
companyAt the beginning of theyear
Date wise Increase /Decrease in PromotersShareholding during theyear specifying thereasons for increae/ decrease (e.g.llotmentI transferr6onus/ sweat
etc):
At the End of the year
iv.Shareholding Pattern of top ten Shareholders (other than Directors,Promoters and Holders of GDRs and ADRs):
Sr.no
Shareholding at thebeginning of the year
For Each of the Top 10 No. of shares % of totalShareholders shares of the
L companyAt the beginning of theyear
Date wise Increase /Decrease in Shareholdingduring the year specifyingthe reasons for increase1 decrease (e.g. allotment/ transfer / bonus! swet-
equity etc):
At the Enof the year (oron thete of separation,[serparated during the
41year)
Cumulative Shareholdingduring the yar
No. of shares % of totalshafs of the
-fcompany
![Page 9: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/9.jpg)
v.Shareholding of Directors and Key Managerial Personnel:
Sr. Shareholding at the Cumulative Shareholdingbeginning of the year 4 during the year
For Each of the No. of shares % of total 1No. of shares % of totalDirectors and KMP shares of the shares of the
company company1. Mr. Soumitra
BhattacharyaAt the beginning of the 1year
Date wise Increase / NADecrease in Shareholdingduring the year specifyingthe reasons for increase
decrease (e.g. allotment
/ transfer / bonus! sweatequity etc):
tTfh' 1
2 Mr S C SrinivasanAt the beginning of the NIL
LJ___LDate wise Increase!Decrease in Shareholdingduring the year specifyingthe reasons for increase
decrease (e.g. allotmenttransfer! bonus! sweat
equity etc):
At the End of the year-
3. Dr. Andreas WolfAt the beginning of theyear
Date wise Increase /Decrease in Shareholdingduring the year specifyingthe reasons for increase
decrease (e.g. allotment(transfer! bonus! sweatequity etc):
At the End of the year
NA
1
0.001% 1
NA NA
0.001%
NA
0.001% 1 0.001%
NIL 1 0.001%
NA Transfer of1 equityshare byDr. AndreasWolf
O.001%
1
NA
NIL
0.001%
NA
NIL.
1 0001%
1 0.001%
Transfer of1 equityshare toMr. S.C.Srinivasan
NIL NIL
![Page 10: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/10.jpg)
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but notdue for payment
Secured Unsecured Deposit TotalLoans Loans Indebtedness
excluding________
______
depositsIndebtedness at thebeginning of thefinancial year
i) Principal Amountii) Interest due but notpaia
iii) Interest accrued butnot due
Total (i -Fii+iii)Change in Indebtednessduring the financial year- Addition- Reduction
NA
Net ChangeIndebtedness at theend of the financial year
1) Principal Amountii) Interest due but notpaidiii) Interest accrued butnot due
Total (i+ii+iii)
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PEJNNEL
A. Remuneration to Manaciinci Director. Whole-time Directors and/orManager
SI Particulars of Remuneration Name of MD/WTD/ TotalNo
___
____ Manfler Amount
1 Gross salary
V
![Page 11: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/11.jpg)
(a) Salary as per provisionscontained in section 17(1) of theIncome-tax Act,1961
(b) Value of perquisites u/s17(2) Income-tax Act,1961
(c) Profits in lieu of salary undersection 17(3) Income- tax Act, 1961
2. Stock Option
Sweat Equity
4. Commission- as % of profit- others, specify.
5 Others, pleae specify
6. TotaI«()
/Ceiling as per the Act
B. Remuneration to other directors:
SI. Particulars of Remuneration Name of DirectorsNo.
___________________________
IndependentD i rectors¯ Fee for attending board /committee meetings
CommissionOthers, please specify
Other Non- Executive Directors N AFee for attending board /
committee meetings¯ Commission¯ Others, please specify -
Tot1 Managerial RemunerationOverall Ceiling as per the Act
TotalAmount
![Page 12: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/12.jpg)
C. Remuneration to Key Managerial Personnel Other Than MD /Manaer!WTD
SI. Particulars of Key Managerial Personnelno. Remuneration
CEO Company CEO TotalSecretary
1. Gross salary(a) Salary as perprovisions contained insection 17(1) of theIncome-tax Act, 1961
(b) Value ofperquisites u/s17(2) Income-tax NAAct, 1961
(c) Profits in lieu of salaryunder section17(3) Income-tax
_ct,19612. Stock Option
3 Sweat Equity
4. -ommission- as%ofprofit
____
-others, specify..._____ ________ ____
talspecify
____
VII. PENALTIES I PUNISHMENT! COMPOUNDING OF OFFENCES:
NIL - There is no penalties! punishment! compounding of offences
Type Section of Brief Details of Authority[RD Appealthe description Penalty! /NCLT/Court] made, Ifcompanies Punishment! any(giveAct Compounding details)
fees imposed
A. CompanyPenaltyPun is hrn e ntC.ompo11
________
B. DirectorsPenalty
![Page 13: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/13.jpg)
Pun s hrn e ntCompounding
C. Other Officers In DefaultPenaltyPunishmentCompounding
Place : BengaluruDate : May 21, 2020
On behalf of the Board of Directors
DirectorDIN No: 02783243
![Page 14: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/14.jpg)
Page 1 of 8
Chartered Accountants
Prestige Trade Tower, Level 19 46, Palace Road, High Grounds
Bengaluru – 560 001 Karnataka, India
Tel: +91 80 6188 6000
Fax: +91 80 6188 6011
INDEPENDENT AUDITOR’S REPORT To The Members of MICO Trading Private Limited Report on the Audit of the Financial Statements Opinion We have audited the accompanying financial statements of MICO Trading Private Limited (“the Company”), which comprise the Balance Sheet as at March 31, 2020, and the Statement of Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of significant accounting policies and other explanatory information. 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 Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2020 and its loss, total comprehensive loss, its cash flows and the changes in equity for the year ended on that date. Basis for Opinion We conducted our audit of the financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor’s Responsibility 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 (ICAI) together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the financial statements. Information Other than the Financial Statements and Auditor’s Report Thereon • The Company’s Board of Directors is responsible for the other information. The other information
comprises the information included in the Directors’ report, 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 during the course of our audit or otherwise appears to be materially misstated.
• If, based on the work we have performed on the other information that we obtained prior to the
date of this auditor’s report, 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.
![Page 15: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/15.jpg)
Page 2 of 8
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 Act with respect to the preparation of these 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 Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the 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 statement that give a true and fair view and are free from material misstatement, whether due to fraud or error. In preparing the financial statements, management is responsible for assessing the Company’s ability to continue 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 the Company’s financial reporting process. Auditor’s Responsibility for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the 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. Reasonable 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. Misstatements 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 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 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 may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
• Obtain an understanding of internal financial control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we
are also responsible for expressing our opinion on whether the Company has adequate internal
financial controls system 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 the management.
![Page 16: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/16.jpg)
Page 3 of 8
• Conclude on the appropriateness of management’s 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 uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial statements 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 financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions and
events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative 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 financial statements. 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. Report on Other Legal and Regulatory Requirements 1. As required by Section 143(3) of the Act, based on our audit, we report that:
a) We have sought and obtained all the information and explanations which to the best of our
knowledge 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 Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income,
the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Ind AS specified under
section 133 of the Act.
e) On the basis of the written representations received from the directors as on March 31, 2020 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2020 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 controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internal financial controls over financial reporting.
![Page 17: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/17.jpg)
![Page 18: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/18.jpg)
Page 5 of 8
Report on Internal Financial Controls over Financial Reporting ANNEXURE “A” TO THE INDEPENDENT AUDITOR’S REPORT (Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date) Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”) We have audited the internal financial controls over financial reporting of MICO Trading Private Limited (“the Company”) as of March 31, 2020 in conjunction with our audit of the financial statements of the Company for the year ended on that date. Management’s Responsibility for Internal Financial Controls The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. Auditor’s Responsibility Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting of the Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting.
![Page 19: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/19.jpg)
![Page 20: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/20.jpg)
Page 7 of 8
ANNEXURE B TO THE INDEPENDENT AUDITOR’S REPORT
(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date) (i) The Company does not have any fixed assets and hence reporting under clause (i) of the
Order is not applicable.
(ii) The Company does not have any inventory and hence reporting under clause (ii) of the Order
is not applicable. (iii) 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.
(iv) The Company has not granted any loans, made investments or provided guarantees and
hence reporting under clause (iv) of the Order is not applicable.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and there were no unclaimed deposits.
(vi) Having regard to the nature of the Company’s business/activities, reporting under clause (vi)
of the Order is not applicable.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed statutory dues,
including Income-tax, Goods and Service Tax, cess and other material statutory dues applicable to it to the appropriate authorities. Provident Fund, Employees’ State Insurance, Customs Duty are not applicable to the Company.
(b) There were no undisputed amounts payable in respect of Income-tax, Goods and Service Tax, cess and other material statutory dues in arrears as at March 31, 2020 for a period of more than six months from the date they became payable. Provident Fund, Employees’ State Insurance, Customs Duty is not applicable to the Company.
(c) There are no dues of Income-tax, Goods and Service Tax as on March 31, 2020 on account of disputes. Provident Fund, Employees’ State Insurance, Customs Duty are not applicable to the Company.
(viii) The Company has not taken any loans or borrowings from financial institutions, banks and
government or has not issued any debentures. Hence reporting under clause (viii) of the Order is not applicable to the Company.
(ix) The Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) or term loans and hence reporting under clause (ix) of the Order is not applicable.
(x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company by its officers or employees has been noticed or reported during the year.
(xi) The Company is a private company and hence the provisions of section 197 of the Companies Act, 2013 do not apply to the Company.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.
![Page 21: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/21.jpg)
![Page 22: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/22.jpg)
![Page 23: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/23.jpg)
![Page 24: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/24.jpg)
![Page 25: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/25.jpg)
![Page 26: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/26.jpg)
![Page 27: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/27.jpg)
![Page 28: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/28.jpg)
![Page 29: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/29.jpg)
![Page 30: oftheDirectors · 2020. 8. 2. · PursuanttoArticle92 oftheArticlesof AssociationoftheCompany,Mr.Soumitra Bhattacharya (DIN: 02783243) retiresby rotation at the Twenty Seventh Annual](https://reader034.vdocuments.us/reader034/viewer/2022051902/5ff1d642c375d0361e7d95d4/html5/thumbnails/30.jpg)