TEMBO GLOBAL INDUSTRIES LIMIT ED
Report on the Audit of the Standalone financial statements
We have audited the accompanying standalone financial statements of TEMBO GLOBAL INDUSTRIES LIMITED (formerly known as SAKETH EXIM LIMITED) (the Company ), which comprise the Standalone Balance Sheet as at 31* March 2024 the Standalone Statement of Profit and Loss (including other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows for the year ended on that date and notes to the standalone financial statements, including a summary of significant accounting policies and other explanatory 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 the aforesaid standalone financial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair vmw 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 ( lnd AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31* March, 2024, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of standalone financial statements in accordance with t Standards on Auditing ("SAs") specified under section 143(10) of the Act Our responsibilities under those Standards are further described in the Auditors 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 t e Institute of Chartered Accountants of India ("ICA1”) together with the independence requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical rrr-MH« in accordance with these requirements and the ICAI’s Code of Ethics.
that the audit evidence we have obtained is sufficient and appropriate to : tsis for our 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 of the current period. 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.
We have determined the matters described below to be the key audit matters to be communicated in our report.
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Key Audit Matter Description
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Auditor's Response
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Revenue Recognition as per Ind AS 115:
The Company recognizes revenues from sales including high seas sales when control of the goods is transferred to the customer at an amount that reflects the net consideration, which the Company expects to receive for those goods from customers.
In determining the sales price, the Company considers the effects of rebates and discounts. The terms of sales arrangements, including the timing of transfer of control, based on the terms of relevant contract and nature of discount and rebates arrangements, create complexities that require judgment in determining sales revenues.
Considering the above factors and the risk associated with revenue recognition, we have determined the same to be a key audit matter
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Our audit procedures included, among others the following:
1. We read and evaluated the Company's revenue recognition policy and assessed its compliance in terms of Ind AS 115 'Revenue from contracts with customers'. We assessed the design and tested the operating effectiveness of internal controls related to sales and applicable rebates/discounts.
2. We performed test for a sample of individual sales transaction by comparing the underlying sales invoices, sales orders and dispatch documents to assess that revenue is recognized on transfer of control over those goods to the customer, discount schemes as approved by the management to assess its accounting. We tested on a sample basis; sales transactions made prior to year-end and post-year end, and checked the period of revenue recognition with reference to underlying documents. We assessed the relevant disclosures made in the standalone Ind AS financial statements.
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Information Other than the Standalone financial statements and Auditor's Report
Thereon
The Company's Board of Directors and Management are responsible for the preparation of other information. The other information comprises the information included in the Director's Report cut does not include the standalone financial statements and our
auditor's report thereon.
The other .. formation to the extent not made available to us as of the date of the signing this rep. rt is expected to be made available to us after the date of this Auditors Report.
Our opinion on the standalone financial statements does not cover the other information
ur. r .. e do not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to
m^te^ll ^ mf0rmatl0n and’ in doinS so' consider whether the other information is tenally inconsistent with the standalone financial statements or our knowledge
obtained m the course of our 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 on the even date.
s?atem‘emslity ^ B°ard of Direct°rs *»r the Standalone financial
msSS^:rr “h B°ard °f DireCt°rS are reSPOnSible f0r the *ated n Section 134(5} of the Act with respect to the preparation of these standalone financial
tenements that give a true and fair view of the financial position, financial performance
total comprehensive income, changes in equity and cash flows of the Company in
acco, dance with the Ind AS and other accounting principles generally accepted in India
Tins 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 preventing and detecting frauds and other irregularities; selection and application appreciate accounting policies; making judgments and estimates that are reasonable
controls tTA't deSign' impl“ation and mai"ce of adequate internal financial com, ols, that were operating effectively for ensuring the accuracy and completeness of the
counting records, relevant to the preparation and presentation of the standalone
mancial statements that give a true and fair view and are free from material misstatement whether due to fraud or error. implement,
In preparing the standalone financial statements, management is responsible for assessing
relatedTny $ C°nt'nUe 35 a g°ing COncern' di«losing, 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. no
The Board of Directors is also responsible for overseeing the company’s standalone financial statements process. UIie
Auditor’s Responsibilities for the Audit of the standalone financial statements
in 0 jectives are to obtain reasonable assurance about whether the standalone financial s atements as a whole are free from material misstatement, whether due to fraud or error
Z, °JZUe a" rr’S rePOrt that inClUdeS °Ur °pini0n- Reasonable assurance is a high fr I 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
these son" ? T*-'? ^ * “C offers taken on the has s f
tile^e standalone financial statements.
AS p,:: 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 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 are appropriate in the circumstances. Under section 143(3)(i) of the Companies Act 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system, in relation to the standalone 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 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 standalone 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 standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair
presentation.
We communicate with the Management, 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 governance, we determine those matters that are of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our a - u r's report unless law or regulation precludes public disclosure about the matter or .. .• e-.:re;nely rare circumstances, we determine that a matter should not be communic :r:. :-r report because the adverse consequences of doing so would
reasonal.. : z z ,r-~ed to outweigh the public interest benefits of such communication.
! As required by the Companies [Auditor's Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure “A”, a statement on the matters specified in paragraphs
3 and 4 of the Order, to the extent applicable.
2 A. 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 Standalone Balance Sheet, the Standalone Statement of Profit and Loss including Other Comprehensive Income, Standalone Statement of change in Equity and the Standalone Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account.
fd) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards specified under Section 133 of the Act read with the Rule 7 of the Companies (Account) Rules, 2014.
(e) On the basis of the written representations received from the directors as on 31st March, 2024 taken on record by the Board of Directors, none of the director is disqualified 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 with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B”. Our report expresses an unmodified opinion on adequacy and operating effectiveness of Company s internal financial controls over financial reporting.
(g) As required by section 197(16) of the Act based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.
B. 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, as amended in our opinion and to the best of our information and according to the explanations given to us:
. The company, as detailed in Note 45 of the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31* March,
2024.
. The Company did not have any long - term contracts including derivative contracts; as such the question of commenting on any material foreseeable losses thereon does not
arise.
. There were no amounts which were required to be transferred to the Investor Educat.on and Protection Funds of the Company for the year ended 31st March, 2024.
• a) 7;.e . . gcinent has represented that, to the best of its knowledge and belief no
funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other persons or entities, including foreign entities ("Intermediaries"), with the undosondii^ whether recorded in writing or otherwise, that the Intermediary shall,
directly or indirectly lend or Inves: ::ner persons or entities identified in any
manner wiiatsoever ("Ultimate Berrfc.aries*) by or on behalf of the Company or provide any guarantee, secur.tr -: r e or: behalf ofthe Ultimate Beneficiaries.
b) The Management has representeo that to the best of its knowledge and belief no funds have been received by the Company from any persons or entities, including foreign entities ("Funding Parses w.:n the understanding, whether recorded in writing or otherwise, that the Company shall directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of tne Funding Parties or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
c) Based on the audit procedures performed that we 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 (a) and (b)of Rule 11(e) mentioned
above contain any material mis-statement.
• The final dividend paid by the Company during the year, in respect of the previous year ended 31 March 2023, is in accordance with Section 123 of the Act to the extent it applies to payment of dividend. The Board of Directors of the Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with Section 123 of the Act to the extent it applies to declaration of dividend.
• Based on our examination, which included test checks, the Company has used accounting software for maintaining its books of account for the financial year ended March 31, 2024 which has a feature of recording audit trail (edit log) facility. However, the same was not operated throughout the year for all relevant transactions recorded in the software. Therefore we are unable to comment upon its operation of audit trail feature throughout the year for all relevant transactions recorded in the software and tampering with the audit trail feature.
As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2023, reporting under 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory requirements for record retention is not applicable for the financial year ended March 31, 2024.
SadiaA Co.
ccountants
7W
1—-
x^ProJj^tor)
Place: Mumbai T^TTNcl 040087
Date: 30.05.2024 UDIN: 24040087BKAIHT5206
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