Mar 31, 2026
We have audited the accompanying Standalone
Financial Statements of GRETEX INDUSTRIES LIMITED
("the Companyâ), which comprise the Standalone
Balance Sheet as at 31st March, 2026, the Standalone
Statement of Profit and Loss (including Other
Comprehensive Income), the Standalone Statement of
Changes in Equity, the Standalone Statement of Cash
Flows for the year ended, and Notes to the Standalone
Financial Statements including a summary of the
Material Accounting Policies and other explanatory
information (hereinafter referred to as "Standalone
Financial Statementsâ).
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 Actâ) in
the manner so required and give a true and fair view
in conformity with the Indian Accounting Standards
specified under section 133 of the Act read with the
Companies (Indian Accounting Standard) Rules, 2015
as amended, ("Ind ASâ) and other accounting principles
generally accepted in India, of the state of affairs of the
Company as at 31st March, 2026, and its profit including
other comprehensive income, changes in equity and its
cash flows for the year ended on that date.
We conducted our audit of the Standalone Financial
Statements in accordance with the Standards on
Auditing ("the SAsâ) specified under section 143(10)
of the Act. Our responsibilities under those Standards
are further described in the Auditor''s Responsibilities
for the audit of the Standalone 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 (the
"ICAIâ) together with the ethical requirements that
are relevant to our audit of the Standalone 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 we have obtained is sufficient
and appropriate to provide a basis for our audit opinion
on the Standalone Financial Statements.
Key audit matters are those matters that, in our
professional judgement, 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.
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Key Audit Matter |
How the matter was addressed in our audit |
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Existence and Valuation of Inventories - As indicated in Note |
In response to this key matter, our audit included, among |
|
9, the value of the company''s stock-in-trade of inventories at |
others the following audit procedures: |
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year end was C 1203.33 Lakhs representing 19.81% of total |
⢠Understood Managementâs Control over physical |
|
assets. |
inventory counts at various stores and warehouse and |
|
The existence of inventory is Key audit matter due to the |
control over inventory valuation. |
|
involvement of high risk, basis the nature of retail industry |
⢠Evaluation of the design and implementation and testing ⢠For a representative sample, we have performed test of |
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⢠Assessed the key estimates used by the Management to |
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The company has made investment in subsidiaries and other |
Our audit procedures included, among others: |
|
investments amounting to C3169.91 Lakhs representing |
⢠Obtaining an understanding of management''s process |
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52% of total assets. The company has made C 2674.50 |
for assessing impairment indicators and recoverability of |
|
Lakhs measured at cost and C408.88 Lakhs in other quoted |
investments; |
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investment measured at Fair Value. Management assesses |
⢠Evaluating the design and implementation of relevant |
|
in accordance with the requirements of the applicable |
controls over the impairment assessment process; |
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accounting standards. |
⢠Assessing management''s assumptions and estimates |
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The assessment of recoverability of investments involves |
used in determining the recoverable amount of |
|
significant management judgment and estimates, |
investments; |
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including evaluation of the investee''s financial performance, |
⢠Examining the financial information of the investee |
|
future business prospects, projected cash flows, net asset |
companies, including their net worth, profitability, cash |
|
values, market conditions and other relevant factors. |
flow projections and business performance; |
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Changes in these assumptions could have a material impact |
⢠Comparing key assumptions used by management with |
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on the carrying value of such investments and the amount |
historical performance and available external information, |
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of impairment loss, if any, recognized in the financial |
where applicable; |
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statements. |
⢠Evaluating whether any impairment indicators existed |
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Considering the materiality of the investment balance |
and assessing the appropriateness of management''s |
|
and the significant judgments involved in assessing |
conclusion regarding impairment, if any; and |
|
recoverability, we determined this matter to be a key audit |
⢠Assessing the adequacy of disclosures made in the |
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financial statements in respect of such investments. |
The Company''s Board of Directors is responsible for
the preparation of the other information. The other
information comprises the information included in the
Directors'' Report including Annexures to Directors''
Report, Management Discussion and Analysis Report
and Report on Corporate Governance, but does not
include the Standalone Financial Statements and our
Auditors'' Report thereon.
Our opinion on the Standalone 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 Standalone Financial
Statements, our responsibility is to read the other
information identified above when it becomes available,
and in doing so, consider whether the other information
is materially inconsistent with the Standalone Financial
Statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated.
If we conclude, based on the work we have performed
on the other information that we obtained prior to
the date of Auditors'' report 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. When we read the other information, which we
will obtain after the date of Auditors'' Report and if we
conclude that there is material misstatement therein,
we are required to communicate the matter to those
charged with governance.
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 Standalone
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 accounting principles generally accepted
in India, including the Indian Accounting Standards
(Ind AS) specified under Section 133 of the Act. 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 judgements and estimates
that are reasonable and prudent; and designing,
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 Standalone Financial Statements
that give a true and fair view and are free from material
misstatement, whether due to fraud or error.
In preparing the Standalone 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 alternatives
but to do so.
The Board of Directors is also responsible for overseeing
the company''s financial reporting process.
Our objectives are to obtain reasonable assurance
about whether the Standalone 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
Standalone 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 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 financial
controls 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 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 auditors''
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 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.
From the matters communicated with those charged
with governance, we determine those matters that
were 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 auditors'' report unless law or regulation
precludes public disclosure about the matters, or when,
in extremely rare circumstances, we determine that
a matter should not be communicated in our report
because the adverse consequences of doing so, would
reasonably be expected to outweigh the public interest
benefits of such communication.
1. As required by the Companies (Auditor''s Report)
Order, 2020 ("the Orderâ), issued by the Central
Government of India in terms of sub-section 11 of
section 143 of the Act, we give in the "Annexure Aâ,
a statement on the matters specified in paragraphs
3 and 4 of the said Order, to the extent applicable.
2. As required by Section 143 (3) of the Act, 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, the Standalone
Statement of changes in equity and the
Standalone Statement of Cash Flows dealt
with by this Report are in agreement with the
books of account;
(d) In our opinion, the aforesaid Standalone
Financial Statements comply with the Indian
Accounting Standards (Ind AS) specified under
Section 133 of the Act;
(e) On the basis of the written representations
received from the directors as on 31st March,
2026 taken on record by the Board of directors,
none of the directors are disqualified as on
31st March, 2026 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, as required under Section
143 (3)(i) of the Act, refer to our separate report
in "Annexure Bâ.
(g) With respect to the other matters to be included
in the Auditors'' Report in accordance with the
requirements of section 197(16) of the Act, the
Company has complied with the provisions of
Section 197 read with Schedule V to the Act,
relating to managerial remuneration.
(h) With respect to the other matters to be
included in the Auditors'' 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:
i. According to the information and
explanations given to us, the Company
has a pending litigation having an impact
on its financial position (Refer note no. 45
of the Standalone Financial Statements).
ii. The Company did not have any long-term
contracts including derivative contracts
for which there were any material
foreseeable losses;
iii. There were no amounts which were
required to be transferred to the Investor
Education and Protection Fund by
the Company;
iv. (a) The Management has represented
that, to the best of its knowledge
and belief, no funds (which are
material either individually or in the
aggregate) 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
person or entity, including foreign
entity ("Intermediariesâ), with the
understanding, whether recorded
in writing or otherwise, that the
Intermediary shall, whether directly
or indirectly, lend to or invest in
other persons or entities identified
in any manner whatsoever by or on
behalf of the Company ("Ultimate
Beneficiariesâ) or provide any
guarantee, security or the like on
behalf of the Ultimate Beneficiaries;
(b) The Management has represented
that, to the best of its knowledge
and belief, no funds (which are
material either individually or in the
aggregate) have been received by the
Company from any person or entity,
including foreign entity ("Funding
Partiesâ), with the understanding,
whether recorded in writing or
otherwise, that the Company shall,
whether directly or indirectly, lend to
or invest in other persons or entities
identified in any manner whatsoever
by or on behalf of the Funding Party
("Ultimate Beneficiariesâ) or provide
any guarantee, security or the like on
behalf of the Ultimate Beneficiaries;
(c) Based on the audit procedures that
have been 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 (i)
and (ii) of Rule 11(e), (a) and (b) above,
contain any material misstatement.
v. The company has neither declared nor
paid any dividend during the financial year.
vi. Based on our examination, including
test checks, the company has used an
accounting software with audit trail (edit
log) feature for maintaining its books of
account, which has been consistently
operated throughout the year for all
relevant transactions. During our audit,
we did not find any instance of the audit
trail feature being tampered with and
the audit trail has been preserved by the
company as per statutory requirements
for record retention.
For V. Singhi & Associates
Chartered Accountants
Firm Regn. No:311017E
Aniruddha Sengupta
Partner
Place: Kolkata Membership No.:051371
Date: 04th May, 2026 UDIN: 26051371LVIQWK2534
Mar 31, 2025
We have audited the accompanying Standalone financial statements of GRETEX INDUSTRIES LIMITED (''the Company''), which
comprise the Standalone Balance Sheet as at 31st March, 2025, the Standalone Statement of Profit and Loss and the Standalone
statement of Cash Flows for the year ended and notes to the financial statements, including 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 Act in the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India, of the state of affairs of the company as at 31st March, 2025, the profit and total income,
and its cash flows for the year ended on that date.
We conducted our audit of the financial statement 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 Responsibilities for the Audit of
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 independence requirements that are relevant to our audit
of the financial statements under the provisions of the Act and the Rules made there under, 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 we have
obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
The Company''s Management and Board of Directors are responsible for the other information. The other information comprises
the information included in the Company''s annual report, but does not include the financial statements and our auditors'' report
thereon. The Company''s annual report is expected to be made available to us after the date of this auditor''s report. Our opinion
on the standalone financial statements does not cover the other information and we will not express any form of assurance
conclusion thereon. In connection with our audit of the standalone financial statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the other information is materially
inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially
misstated. When we read the Company''s annual report, if we conclude that there is a material misstatement therein, we are
required to communicate the matter to those charged with governance and take necessary actions, as applicable under the
relevant laws and regulations.
The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the
Act") with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the company in accordance with the accounting principles generally accepted
in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts)
Rules, 2014.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding 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 statements 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.
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.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements.
The procedures selected depend on the Auditor''s judgment, including the assessment of the risks of material misstatement of
the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial
control relevant to the company''s preparation of the financial statements that give a true and fair view in order to design audit
procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting
policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the
overall presentation of the financial statements.
1. As required by sub-section 3 of Section 143 of the Act, 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 purpose of our audit;
(b) In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our
examination of those books;
(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss and the Statement of Standalone Cash
Flows dealt with by this Report are in agreement with the books of account;
(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of
the Act, read with relevant rule issued thereunder.
(e) On the basis of the written representations received from the directors as on 31st March, 2025 taken on record by the
Board of Directors, none of the directors is disqualified as on 31st March, 2025 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";
(g) with respect to the other matters to be included in the Auditor''s Report in accordance with the requirements of section
197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid
by the company to its directors during the year is in accordance with the provisions of section 197 of the Act.
(h) with respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations
given to us: -
i. The Company did not have any pending litigations in its financial statements.
ii. The Company did not have any long term contract including derivative contract which may lead to any foreseeable
losses.
iii. There were no amounts which are required to be transferred to the Investor Education and Protection Fund by the
Company during the period ended 31st March, 2025.
iv. The Company has not declared or paid any dividend during the year.
v. a. The Management has represented that, to the best of its knowledge and belief, no funds (which are material
either individually or in the aggregate) 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 person or entity,
including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise,
that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in
any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries;
b. The Management has represented, that, to the best of its knowledge and belief, no funds (which are material
either individually or in the aggregate) have been received by the Company from any person or entity, including
foreign entity ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the
Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner
whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security
or the like on behalf of the Ultimate Beneficiaries;
c. Based on the audit procedures that have been 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 (i) and
(ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting
software which has a feature of recording audit trail (edit log) facility is applicable to the Company with effect from
April 1, 2023. Based on our examination which included test checks, the company has used accounting software
for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has
operated throughout the year for all relevant transactions recorded in the software. Further, during the course of
our audit we did not come across any instance of audit trail feature being tampered with. and has been preserved
by the Company as per the statutory requirements for record retention.
2. 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 Act, we give in the "Annexure B" a statement on the matters specified in paragraphs
3 and 4 of the Order, to the extent applicable.
For Jay Gupta and Associates
(Erstwhile Gupta Agarwal & Associates)
Chartered Accountants
Firm''s Registration No: 329001E
Place: Kolkata Membership No: 058970
Date: May 20, 2025 UDIN: 25058970BOENBT9197
Mar 31, 2024
GRETEX INDUSTRIES LIMITED
REPORT ON THE STANDALONE FINANCIAL STATEMENTS
We have audited the accompanying Standalone financial statements of GRETEX INDUSTRIES LIMITED (''the Company''), which comprise the Standalone Balance Sheet as at 31st March, 2024, the Standalone Statement of Profit and Loss and the Standalone statement of Cash Flows for the year then ended and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.
OPINION
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the company as at 31st March, 2024, the profit and total income, and its cash flows for the year ended on that date.
BASIS FOR OPINION
We conducted our audit of the financial statement 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 Responsibilities for the Audit of 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 independence requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules made there under, 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 we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
OTHER INFORMATION
The Company''s Management and Board of Directors are responsible for the other information. The other information comprises the information included in the Company''s annual report, but does not include the financial statements and our auditors'' report thereon. The Company''s annual report is expected to be made available to us after the date of this auditor''s report. Our opinion on the standalone financial statements does not cover the other information and we will not express any form of assurance conclusion thereon. In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. When we read the Company''s annual report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take necessary actions, as applicable under the relevant laws and regulations.
OTHER MATTERS
The Company (Transferor Company) has entered into the Scheme of Amalgamation (applying pooling of interest method) with Apsara Selections Limited (Transferee Company) and Sankhu Merchandise Private Limited (Transferee Company) which has been approved and sanctioned by the Hon''ble National Company Law Tribunal, Kolkata Bench and Hon''ble National Company Law Tribunal, Mumbai Bench vide their NCLT order dated for tranferee companies on March 01, 2024 and order dated for the transferor company on April 02, 2024, the effect of merger is considered from April 01, 2023.
MANAGEMENT''S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS
The Company''s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 statements 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
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.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the Auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the company''s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company''s Directors, as well as evaluating the overall presentation of the financial statements.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
1. As required by sub-section 3 of Section 143 of the Act, 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 purpose of our audit;
(b) In our opinion proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;
(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss and the Statement of Standalone Cash Flows dealt with by this Report are in agreement with the books of account;
(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with relevant rule issued thereunder.
(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 directors is disqualified as on 31st March, 2024 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";
(g) with respect to the other matters to be included in the Auditor''s Report in accordance with the requirements of section 197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the company to its directors during the year is in accordance with the provisions of section 197 of the Act.
(h) with respect to the other matters to be included in the Auditor''s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us: -
i. The Company did not have any pending litigations in its financial statements.
ii. The Company did not have any long term contract including derivative contract which may lead to any foreseeable losses.
iii. There were no amounts which are required to be transferred to the Investor Education and Protection Fund by the Company during the period ended 31st March, 2024.
iv. The Company has not declared or paid any dividend during the year.
v.
a. The Management has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) 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 person or entity, including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
b. The Management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
c. Based on the audit procedures that have been 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 (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which has a feature of recording audit trail (edit log) facility is applicable to the Company with effect from April 1, 2023. Based on our examination which included test checks, the company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with.
2. 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 Act, we give in the "Annexure B" a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
For Jay Gupta and Associates (Erstwhile Gupta Agarwal & Associates) Chartered Accountants Firm''s Registration No: 329001E
Badri Prasad Singhania Partner
Place: Kolkata Membership No: 058970
Date: April 30, 2024 UDIN: 24058970BKFFIH8737
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