About this certificate

This certificate states that the accounting treatment proposed in a draft scheme of merger, amalgamation or demerger complies with the Accounting Standards. It is drafted to the illustrative format in the ICAI Handbook on Certificates by Chartered Accountants (October 2025), Annexure III.

What it certifies

That the proposed accounting treatment in a named clause and part of the draft scheme, to the extent applicable to the transferee company and as at the scheme's effective date, complies with the Accounting Standards specified under section 133 of the Companies Act, 2013 and other generally accepted accounting principles.

It is about the treatment, not the scheme. It does not certify that the scheme is fair, that the valuation is reasonable, or that the scheme will be approved.

The company is the transferee

The entity on the first step is the transferee — the company whose books will carry the treatment, and the company whose Board the certificate is addressed to.

The transferors are named separately, and there may be several.

The appointed date comes first

Section 232(6) requires a scheme to provide the date from which it is deemed effective. So the Opinion has two parts, in this order:

1. that section 232(6) requires an appointed date, and that the company has proposed this one; then
2. the compliance opinion itself.

No assurance question

Unlike the turnover, grant and PP&E certificates, this one asks nothing about audited financial statements — and unlike the UFCE certificate, it names no audit report.

That follows from the subject matter. This certificate measures a proposed treatment against the Accounting Standards, not figures extracted from accounts. Whether the accounts have been audited does not bear on it.

It is still an Auditor's certificate: it is issued under sections 230–232, which put it in the statutory auditor's hands.

What you say you were given

Paragraph 6 lists three documents the company furnished:

The Draft Scheme

With the date from which it shall be effective.

The board resolution

A certified true copy, for the proposed amalgamation, merger or demerger.

A written representation

From the Management.

Each is a checkbox, and only the ones you tick are printed — re-lettered so the list never reads a), c).

The Annexure is somebody else's words

The certificate encloses the relevant extract of the draft scheme. That is a quotation from a document you did not write, so OptiVida takes it as text rather than trying to model it.

Paste it in the wizard, or leave the field empty and add it in the editor. Either way the Annexure is a properly headed page, initialled for identification and signed.