Management Representation Letter (Standalone Financial Statements - Companies Act 2013)

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(To be prepared on Company’s letterhead)

To
Walker Chandiok & Co LLP
Chartered Accountants
{Address of relevant WCC local office}

[Date:]1

For the kind attention of: [Signing Partner]

Dear Sirs,

Subject: Management representation in connection with the statutory audit of the financial statements and
the internal financial controls over financial reporting of [Insert name of the Company]’s for the year/period2
ended 31 March 20XX.

This representation letter is provided in connection with your audits of (1) the Balance Sheet as at 31 March
20XX, the Statement of Profit and Loss, the Cash Flow Statement3 for the year/ period4 then ended and a
Summary of Significant Accounting Policies and Explanatory Notes/ Information (collectively referred to as
“financial statements”) of [Company’s name](the “Company”) for the purpose of expressing an opinion as to
whether the financial statements give a true and fair view in accordance with the accounting standards
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 (as
amended) and other recognised accounting practices and policies generally accepted in India including the
requirements of the Act (“Indian GAAP”) and (2) internal financial controls over financial reporting
(IFCoFR) for the purpose of expressing an opinion on the adequacy and operating effectiveness of the
Company’s IFCoFR as at 31 March 20XX in accordance with [state criteria]5 (‘the framework’)].

We acknowledge our responsibility 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 and for establishing and
maintaining adequate and effective IFCoFR in accordance with [state criteria]6, which includes policies and
procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including

1
Date format should be consistent throughout the document i.e. {DATE, MONTH, YEAR} Eg. 31 March 2016.
Date of management representation letter should be the date of audit report only.
2 As applicable
3 The reference to Cash Flow Statement should be deleted from the entire letter in case of Small Company, Dormat Company and One person

Company as defined in the Act.


4 As applicable
5 Internal control framework defined in Appendix 1 to SA 315, “Identifying and Assessing the Risks of Material Misstatement Through Understanding

the Entity and its Environment”


6 Internal control framework defined in Appendix 1 to SA 315, “Identifying and Assessing the Risks of Material Misstatement Through Understanding
the Entity and its Environment
adherence to the Company’s policies, safeguarding of its assets, the prevention and detection of fraud and
errors, the accuracy and completeness of the accounting records, and timely preparation of reliable financial
information. The management is responsible for prevention and timely detection of irregularities, including
fraud. We understand that the term ‘fraud’ includes misstatements arising from fraudulent financial reporting
and misstatements arising from misappropriation of assets.

We also acknowledge our responsibility for the matters stated in Regulation 33 of the Securities and
Exchange Board of India (Listing Obligation and Disclosure Requirements), 2015 with respect to the
preparation and presentation of the standalone annual financial results for the financial year ended
31 March 20XX.7

In connection with your combined audit of financial statements and internal financial controls over financial
reporting, we confirm that:

1. We have fulfilled our responsibilities with respect to preparation and presentation of the financial
statements and other responsibilities as set out in the terms of the engagement letter dated [Date
month year] including the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”).

2. We have fulfilled our responsibilities with respect to the preparation and presentation of standalone
annual financial results for the financial year ended 31 March 20XX in accordance with Securities and
Exchange Board of India (Listing Obligation and Disclosure Requirements), 2015.

3. We have fulfilled our responsibility for establishing and maintaining adequate and effective IFCoFR
in accordance with [state criteria]8, which includes policies and procedures adopted by the Company
for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s
policies, safeguarding of its assets, the prevention and detection of fraud and errors, the accuracy and
completeness of the accounting records, and timely preparation of reliable financial information.

4. The financial statements are prepared on accrual basis and are free from material errors and
omissions and present fairly the financial position, the results of its operations and cash flows of the
Company, in accordance with the Indian GAAP.

5. The financial statements have been prepared on a going concern basis.9

6. With respect to accounting estimates recognized or disclosed in financial statements:


a. significant assumptions used by us in making the accounting estimates (including those
measured at fair value)10, are reasonable.

7 “This paragraph is applicable in case the securities of the entity are listed on a stock exchange. This paragraph
addresses the situation where equity shares are listed. In case any other securities of the Company are listed, relevant
regulations should also be referred to in here besides Regulation 33”
8 Internal control framework defined in Appendix 1 to SA 315, “Identifying and Assessing the Risks of Material Misstatement Through Understanding
the Entity and its Environment
9
Please modify appropriately or suitably, if the financial statements are prepared on basis other than going concern
b. The measurement process, including related assumptions and models, used by the
management in determining the accounting estimates in context of the Indian GAAP is
appropriate and consistent.
c. The assumptions used by management in determining the accounting estimates reflect
management’s ability and intent to carry out specific courses of action on behalf of the
entity, where relevant to the accounting estimates and disclosures.
d. The disclosures related to accounting estimates are complete and appropriate under the
Indian GAAP.
e. No subsequent event requires adjustment to the accounting estimates and disclosures
included in the financial statements.

7. The accounting estimates which are not recognized or disclosed in the financial statements do not
meet the recognition or disclosure criteria as per Indian GAAP and basis for such determination is
appropriate.

8. We are aware of the fact that your examination includes such tests and procedures as you considered
necessary for the purpose of expressing an opinion on the financial statements. We also understand
that such tests and procedures would not necessarily detect fraud, irregularities or error, should any
exist. We acknowledge that, control over and responsibility of prevention and detection of fraud,
irregularities and error remains with us.

9. The financial statements are in agreement with the books of account. There are no transactions that
have not been recorded in the accounting records underlying the financial statements.

10. The accounting policies which are material or critical in determining the financial position, results of
operations and cash flows for the year/period11 and other explanatory information are set out in the
financial statements and are consistent with those adopted in the previous year.

Or

The accounting policies which are material or critical in determining the financial position, results of
operations and cash flows for the year/period12 and other explanatory information are set out in the
financial statements and are consistent with those adopted in the previous year, except for change in
accounting policy of [depreciation/inventory valuation,] the effect of which has been appropriately dealt in
the books of accounts and disclosed in [note XX ] to financial statements.13

11. We have designed and implemented IFCoFR 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.

10 Please delete if not applicable.


11 As applicable
12 As applicable
13 If applicable.
12. We have performed an evaluation and made an assessment of the adequacy and operating
effectiveness of the Company's IFCoFR based on [state criteria]14.

13. We have not used the procedures performed by you during the audit of IFCoFR or financial
statements as part of the basis for our assessment of the effectiveness of IFCoFR.

14. Based on the assessment carried out by us and the evaluation of the results of the assessment, we
conclude that the Company has adequate IFCoFR that were operating effectively as at the [balance
sheet date]. We are not aware of any significant deficiencies or material weaknesses.

Or Based on the assessment carried out by us and the evaluation of the results of the assessment, we
conclude that the Company has adequate IFCoFR that were operating effectively as at the [balance
sheet date]. We are not aware of any material weaknesses. Further, we are not aware of any
significant deficiencies, other than those disclosed to you in Annexure I to the presentation letter.

Or

Based on the assessment carried out by us and the evaluation of the results of the assessment, except
for the material weaknesses noted in the Annexure I to the representation letter, we conclude that the
Company has adequate IFCoFR that were operating effectively as at the 31 March 20XX [balance
sheet date]. We are not aware of any significant deficiencies, other than those disclosed in Annexure I
to the representation letter.

15. For the purposes of our assessment of the effectiveness of the Company's IFCoFR, we understand
that a:

a. Deficiency in IFCoFR exists when the design or operation of a control does not allow
management or employees, in the normal course of performing their assigned functions, to
prevent or detect misstatements on a timely basis.
b. Significant deficiency is a deficiency, or a combination of deficiencies, in IFCoFR that is
important enough to merit attention of those charged with governance since there is a
reasonable possibility that a misstatement of the Company's annual or interim financial
statements will not be prevented or detected on a timely basis.
c. Material weakness is a deficiency, or combination of deficiencies, in IFCoFR, such that there is a
reasonable possibility that a material misstatement of the Company's annual or interim financial
statements will not be prevented or detected on a timely basis.

16. We have disclosed to you all deficiencies in the design or operation of IFCoFR identified as part of
management's evaluation, including separately disclosing to you all such deficiencies that we believe
to be significant deficiencies or material weaknesses in IFCoFR in paragraph [13].

17. The control deficiencies identified in the previous engagement of audit of financial statements and
/or [IFCoFR] 15 and communicated to the Company and those charged with governance have been

14 Please mention the control criteria


15 This issue is not applicable in the first year when the Company is subject to an audit of internal financial controls under the Companies Act, 2013
remediated, except for the following: (list control deficiencies not remediated as at the balance sheet
date)

18. We have provided you with:


a. All information, such as records and documentation, and other matters that are relevant to
your assessment of internal financial controls;
b. All minutes of the meetings of shareholders, directors, and committees of directors, or
summaries of actions of recent meetings of which minutes have not yet been prepared;
c. complete and accurate information, statutory records and documents as applicable, and
other matters that are relevant to the preparation and presentation of the financial
statements and assessment of internal financial controls;
d. complete and accurate additional information that you have requested from us; and
e. unrestricted access to those persons within the Company from whom you determined it
necessary to obtain audit evidences.
f. the report(s) on the accounts of the branch office(s) of the Company audited under
Section 143(8) of the Act by the branch auditors.

19. We have disclosed to you the results of our assessment of the risk that the financial statements may
be materially misstated as a result of fraud or error.

Or
The result of our risk assessment process did not indicate risk of financial statements being materially
misstated as a result of fraud or error.

20. There were no instances of fraud resulting in a material misstatement to the Company's financial
statements and any other fraud that does not result in a material misstatement to the Company's
financial statements but involves senior management or management or other employees who have a
significant role in the Company's IFCoFR.

Or
The following instances of fraud that resulted in material misstatement of financial statements in
earlier years and frauds involving senior management or management or other employees who have a
significant role in the Company's IFCoFR were noted: (list instances and amounts involved).

21. We have disclosed to you all information in relation to fraud or suspected fraud that we are aware of
and that affects the Company and involves:
a. management;
b. employees; or
c. others.

Or
We are not aware of any fraud or suspected fraud involving:
a. management;
b. employees; or
c. others.
22. We have disclosed to you all the information in relation to allegations of fraud, or suspected fraud,
communicated by employees, former employees, analysts, regulators or others.
Or
There are no allegations of fraud or suspected fraud, communicated by the employees, former
employees, analysts, regulators or others.

23. Except as disclosed in the financial statements, there are no instances of non-compliance or
suspected or possible non-compliance with laws and regulations whose effects should be considered
in the financial statements, including disclosures thereof.
Or
There were no instances of non-compliance or suspected or possible non-compliance with laws and
regulations whose effects are required to be considered when preparing the financial statements.

24. We have disclosed to you the identity of the Company’s related parties and all the related party
relationships and transactions of which we are aware. We further confirm that such relationships and
transactions have been appropriately disclosed in the financial statements in accordance with the
requirements of Indian GAAP.

25. We have complied with the provisions of the Section 177(4)(iv) of the Act, in respect of related party
transactions.16

26. The subsequent discovery of all events occurred between the date of the financial statements and the
date of the Auditor’s Report have been made available to you and have been treated in accordance
with the Indian GAAP .
Or
No events/transactions have taken place subsequent to the date of the financial statements, which
will require adjustment or disclosure in the financial statements as per Indian GAAP

27. There are no changes in IFCoFR or other factors that might significantly affect IFCoFR, including
corrective actions taken by the management with regard to significant deficiencies and material
weaknesses, that have occurred subsequent to the balance sheet date and through the date of this
representation letter.

Or

The following changes have been made to the IFCoFR since balance sheet date and the date of this
letter. These changes include corrective actions taken by us with regard to significant deficiencies or
material weaknesses noted with respect to the following: (list significant deficiency or the material
weakness and the related change in IFCoFR).

16 Where applicable
28. The following changes to IFCoFR have been proposed as on date of this representation letter but
have not yet been implemented: (list proposed changes and reason for the proposed change).17

29. The changes to the IFCoFR since balance sheet date and the proposed changes that are under
consideration by the Company do not impact our assessment, evaluation and conclusion of the
IFCoFR as at balance sheet date.

30. We will inform you about all of the following:

 facts which become known to the management after the date of the Auditor’s Report but before
the date the financial statements are issued; and

 facts which become known to the management after the financial statements have been issued.
which, had they been known at the time of approval of financial statements or the audit report
date, may have caused the financial statements and/ or the audit report to be amended.

31. All the identified misstatements have been appropriately dealt with in the financial statements and
effects of the unrecorded misstatements and/or omitted disclosures which are immaterial, both
individually and/or in the aggregate, to the financial statements as a whole, are attached in Annexure
II to the representation letter.

Or

All the identified misstatements have been appropriately dealt with in the financial statements and
there are no unrecorded misstatements and/or omitted disclosures.

32. There have been no communications from regulatory agencies concerning non- compliance with or
deficiencies in financial reporting practices, including deficiencies in the Company’s internal financial
controls.

33. All transactions entered into by the Company are final and there are no side agreements with the
counter parties to the contracts entered into by the Company.

34. Except for those disclosed in the financial statements there are no other material prior period items.

35. For prior period adjustments described in the financial statements, there have been no:

a. Instances of fraud involving others that could have a material effect on the adjustments.
b. Allegations, either written or oral, of misstatements or other misapplication of accounting
principles in the Company’s adjustments that have not been disclosed to you in writing.
c. Allegations, either written or oral, of deficiencies in internal financial control that have a
material effect on the Company’s adjustments that have not been disclosed to you in writing.

17 List changes and reason for the change


Borrowings:

36. The amount of borrowings as disclosed in the financial statements is complete and there are no other
borrowings which are not disclosed to you.

37. All loan covenants have been met and there is no loan/borrowing which has been called back by the
lender(s) on account of any non-compliance.

Or
Non-compliances of loan covenants are considered not material, and we confirm that no loans have
been called off by lenders on account of such non-compliances.

38. All charges on the assets (movable or immovable) have been appropriately registered with Registrar
of Companies and disclosed in the financial statements.

Liabilities

39. We have recorded all known liabilities, including those liabilities/contingencies which are likely to
result in loss and require adjustment of assets or liabilities in the financial statements.

40. There are no micro and small enterprises, as defined under the provisions of the Micro, Small and
Medium Enterprises Development Act, 2006 to whom the Company owes dues, as at the reporting
date.

Or

The dues to micro and small enterprises, as defined under the provisions of the Micro, Small and
Medium Enterprises Development Act, 2006 as disclosed in the financial statements are complete,
true and correct.

41. 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.

Or

The Company did not have any long-term contracts including derivative contracts for which there
were any material foreseeable losses.

42. The Company has transferred the amount required to be transferred to the investor education and
protection fund and there has been no delay in transferring amounts, required to be transferred
therein by the Company, in accordance with relevant provisions of the Act

Or
Delays in transferring amounts required to be transferred to the Investor Education and Protection
fund in accordance with relevant provisions of the Act, have been disclosed to you by the Company.
However, the same was corrected during the year/however, the same was corrected subsequent to
the year-end}18.There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company, in accordance with relevant provisions of the Act

Or

43. The Company has not transferred the amount required to be transferred to the investor education
and protection fund in accordance with the relevant provisions of the Act till date.

Fixed assets

44. No events or changes in circumstances have occurred that indicate the carrying amounts of fixed
assets may not be recoverable.

45. All the assets which were discarded or otherwise disposed-off have been appropriately dealt with in
the financial statements.

46. The Company has complied with the provisions of Schedule II (as amended) to the Act with respect
to the useful lives to compute depreciation of the assets.

Legal matters

47. During the year, there have been no major developments in the disputed cases, other than those that
were disclosed to you and the Company carries provisions/no provision19 towards such cases,
wherever necessary20. Further, we have disclosed the impact of all pending litigations on the financial
position of the Company in the financial statements.

Or

The Company does not have any pending litigations which would impact its financial position.

Commitments

48. At the Balance Sheet date, there were no other commitments except as disclosed in the financial
statement.
Or

19 Whichever applicable
20 Modify as applicable
There are no commitments as on balance sheet date.

Contingent liabilities

49. Other than those disclosed in the financial statements, we are not aware of contingent liabilities that
might require disclosure in the financial statements.

Or

There are no contingent liabilities as at Balance Sheet date that might require a disclosure in the
financial statements. .

Loans and advances:

50. All loans and advances have a value on realisation in the ordinary course of business which is at least
equal to the amounts at which they are stated in the Balance Sheet.

51. The Company has complied with the provisions of sections 185 and 186 of the Act in respect of
loans, investments, guarantees, and security.

52. (Include any other specific matter)

Inventories

53. All quantities were determined by actual physical count or weight or measurement that was taken
under our supervision and in accordance with written instructions on [Date]. The discrepancies
noticed on physical verification of stocks as compared to book records have been properly dealt with
in the books of account and subsequent transactions recorded in the accounts fairly reflect the
changes in the inventories up to 31 March 20XX.

54. Stocks do not include:


(a) goods purchased for which liabilities have not been provided;
(b) goods returned by customers without credit to their accounts; or
(c) goods billed to customers in advance of delivery.

55. Provision, where material, has been made for losses as a result of the reduction of, damaged,
unusable or obsolete inventories to their estimated net realisable value.

Trade receivables

56. Trade receivables as stated in the financial statements are considered good and fully recoverable with
the exception of those specifically shown as “doubtful” in the Balance Sheet.

57. (Include any other specific matter)


Other current/non-current assets

58. Provision, where material, has been made for any diminution in the value of any other current/non-
current asset.

Pledged or assigned assets

59. There are no lien or encumbrance on the Company’s assets nor have assets been pledged, mortgaged
or assigned as security for liabilities, performance of contracts, etc. except as disclosed in the financial
statements.

The Companies (Auditor’s Report) Order, 201621

60. Physical verification of fixed assets is conducted by the Company during the financial year as per
policy of the Company i.e. XX (times) in three years.

61. The material discrepancies noted during the physical verification of the fixed assets have been
disclosed to you and have been accounted for appropriately in the books of accounts.
Or
The Company has conducted physical verification of the fixed assets (or specify eg. Furniture, Plant
and machinery, if applicable) during the year and has not found any material discrepancies.

62. The title deeds of all the immovable properties are held in the name of the Company.22

63. In respect of loans granted to parties covered under Section 189 of the Act, we have taken
reasonable steps for the recovery of the principal and the interest accrued thereon. The terms and
conditions of grant of such loans are not, prima facie, prejudicial to the company’s interest.

Or
In respect of loans granted to parties covered under Section 189 of the Act there is no overdue
amount of the principal and the interest.

Or
The Company has not granted any loans to parties covered under Section 189 of the Act.

64. The Company has maintained

21 Delete this section where CARO 2016 is not applicable and the engagement teams should apply judgment for including representations even CARO
2016 is not applicable
22 In case of negative comment, the words “except for those disclosed herewith” should be added at the beginning of the sentence.

Particulars of the immovable property Amount as at XX March 20XX Location


- the cost records which are required to be maintained for any service(s)/product(s) of the
Company under sub-section (1) of Section 148 of the Act;
- cost accounts and records are being made and maintained regularly.

Or

The Central Government has not specified maintenance of cost records under sub-section (1) of
Section 148 of the Act, in respect of the Company’s services/products.

65. The Company has complied with:


- the directives issued by the Reserve Bank of India and the provision of section Sections
73 to 76 and other relevant provisions of the Act and the , Companies (Acceptance of
Deposits) Rules, 2014 (as amended) as applicable with regard to the deposits accepted ;
and

- where an order has been passed by Company Law Board or National Company Law
Tribunal or Reserve Bank of India or any Court or any other Tribunal, in this regard, the
Company has complied with the requirements of such Order(s).

Or

The Company has not accepted any deposits during the year within the meaning of Sections 73
to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended).

66. Following is the complete list of all disputed dues pertaining to income-tax sales-tax, service tax,
duty of customs, duty of excise , value added tax, and cess–
Name of the statute Amount disputed Amount paid under Forum where the case is
protest pending

Or

There are no dues in respect of income-tax, sales-tax, service tax, duty of customs duty of excise
value added tax and cess that have not been deposited with the concerned authorities on account
of any dispute.

67. Following is the complete list of all un-disputed statutory dues outstanding as on (Balance Sheet
date) which remained unpaid for a period of more than six months from the date they became
payable:
Name of the statute Due date Amount

68. The managerial remuneration has been paid (and)/ provided in accordance with the requisite
approvals mandated by the provisions of section 197 of the Act read with Schedule V to the Act.

69. The Nidhi Company23 has complied with the Net Owned Funds to Deposits ratio of not more
than 1: 20 to meet out the liability and is maintaining unencumbered term deposits of not less
than 10% of the outstanding deposits as specified in the Nidhi Rules, 2014 to meet out the
liability.24

70. The Company has not made any preferential allotment or private placement of shares or fully or
partly convertible debentures.
Or

The Company has made preferential allotment/ private placement of shares/ fully/partly
convertible debentures. We also confirm that with respect to the same the Company has
complied with the requirement of section 42 of the Act and the amounts raised have been used
for the purposes for which the funds were raised.

71. The company has not entered into any non-cash transactions with directors or persons
connected with them under section 192 of the Act .
Or

The Company has entered into non-cash transactions with directors/ persons connected with
directors and has complied with the provisions of section 192 of the Act.

72. The Company has applied moneys raised by way of initial public offer/ further public offer
(including debt instruments) / the term loans for the purposes for which these were raised.

23As per Rule 5(1) of the Nidhi Rules, 2014, “Every Nidhi shall, within a period of one year from the commencement of these rules,
ensure that it has—

(a) not less than two hundred members;


(b) Net Owned Funds of ten lakh rupees or more;
(c) unencumbered term deposits of not less than ten per cent of the outstanding deposits as specified in rule 14; and
(d) ratio of Net Owned Funds to deposits of not more than 1:20.

24 This is applicable only in case of Nidhi Company.


73. All transactions with related parties are in compliance with Section 188 and 177 of the
Companies Act 2013 where applicable and the details have been disclosed in the financial
statements as required by the Accounting Standards and Companies Act 2013.

74. The Company is not required/ required to be registered under section 45-IA of the Reserve
Bank of India Act, 1934 and such registration has been obtained/ not obtained by the Company.

General

75. No personal expenses have been debited to Statement of Profit and Loss.

76. The management confirms based on the representations received from the directors as on 31 March
20XX and taken on record by the Board of Directors, that none of the directors are disqualified as
on 31 March 20XX from being appointed as a director in terms of section 164(2) of the Act.

77. There are no guarantees issued up to the year-end which are yet to be recorded and all
obligations in respect of guarantees have been duly recorded in the register of guarantees and
disclosed.
Or
The Company has given no guarantees during the year and there are no outstanding guarantees as on
(Balance Sheet date).

78. The Company has complied with all aspects of contractual agreements that could have a material
effect on the financial statements in the event of non-compliance and has no knowledge of any
violations or default of the covenants in its agreements.

The Company has no plans or intentions that may materially affect the carrying value or classification
of assets and liabilities reflected in the financial statements.

79. The Board of Directors of the Company has not acted in violation of restriction imposed under
Section 180 of the Act.

80. No contributions to political parties, charitable funds and national defense funds were made in
contravention to the provisions of the Act.

81. The Company has complied with the provisions of Section 178 of the Act with respect to
Nomination and Remuneration committee and Stake-holders Relationship Committee, where
applicable.25

25 If applicable
82. The Company has complied with the provisions of Section 135 of the Act with respect to corporate
social responsibility.26

83. There are no financial transactions or matters which have any adverse effect on the functioning of
the Company.

Or

Following are the financial transactions or matters which have any adverse effect on the functioning
of the Company27

(a) Refer Note Y in the financial statements which indicate that the Company has accumulated
losses and its net worth has been fully eroded, the Company has incurred a net loss during the
current and previous year(s) and, the Company’s current liabilities exceeded its current assets as
at the balance sheet date. Further, (Give details of other event/conditions).There is a material
uncertainty related to aforesaid events/conditions that may cast significant doubt on the
Company’s ability to continue as a going concern and, therefore, it may be unable to realise its
assets and discharge its liabilities in the normal course of business. However, the financial
statements of the Company have been prepared on a going concern basis for the reasons stated
in the said Note.28

84. Other than specifically mentioned above, the Company has complied with all other provisions of the
Act and the Companies Act, 1956 to the extent applicable.

85. No information has come to our attention that would cause us to believe that any of the previous
representations provided in connection with your audit of the financial statements should be
modified.29

86. [Any other matters that the auditor may consider appropriate.]

Yours faithfully,

For and on behalf of (Company’s name)

Name Name
Director CFO/VP-Finance

26 Insert where applicable


27 Please refer to the ICAI’s Guidance Note on Reporting under section 143(3)(f) and (h) of the Companies Act, 2013.
28 This is just illustrative and should be modified as applicable.
29 Applicable to only continuing clients.

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