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 w.r.t the Company:
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S. No.
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Key Audit Matters
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How our audit addressed the key audit matter
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1.
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Accounting for Customer Schemes,
discounts and other trade promotional
expenditure
(Refer to the accompanying Note 23 forming
integral part of the standalone financial
statements)
In line with normal industry practice and
overall objective of increase in the revenue,
the Company has varied incentive programs
and discount policies in place. These include
volume based rebates & schemes which are
driven by customers achieving sales volume
targets agreed with the Company over a pre¬
determined period.
These rebates and schemes on sales are
accounted for as a deduction from revenue
and recognized in the period to which it
relates in accordance with the customer
agreement.
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Our audit work in respect of accounting for customer schemes & discounts
comprised a combination of substantive testing, control testing and an
assessment of the Company's disclosures in this regard. The audit
procedures include the following steps:
a) Substantive testing:
• Tested a sample of underlying agreements to obtain evidence in
support of amount and timing of recognition of customer rebates &
discounts. This involved evaluating whether the amount & timing
of recognition was consistent with the contractual arrangements.
• Critically assessed the judgements taken by the Company in
estimating year end accruals for amounts owing to customers. This
included retrospective analysis/tests to assess the accuracy of the
accruals in previous years, alongside the use of key assumptions of
rebate/ discount terms and in the case of volume rebates, the level
of sales likely to occur in the period under audit, with reference to
historic events.
• Held discussions with the sales teams to understand the
complexities, if any of these agreements and any unusual trends in
the year.
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S. No.
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Key Audit Matters
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How our audit addressed the key audit matter
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This area was significant to our audit because:
- those areas are subject to judgmental
estimates and assessments that are
material; and
- these expenses vary with regards to the
nature and timing of the activity to which it
relates.
Our focus was on assessing the accuracy of the
expense charged, whether the amount
recognized were recorded in the appropriate
period and the completeness of the expense.
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• Tested post-year end credit notes issued and debit notes received,
where applicable, to determine whether specific promotions were
appropriately provided for as at the reporting date at the
appropriate amount.
b) Controls testing: Wherever appropriate, our substantive work was
supplemented by controls testing work which encompassed
understanding, evaluating and testing key controls in respect of the
approval of customer rebates & discounts.
Our procedures as mentioned above did not identify any findings that are
significant for the standalone financial statements as whole in respect of
accounting for customer schemes, discounts and rebates.
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2.
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Assessment of litigations and related
disclosure & provisions of contingent
liabilities
(Refer to the accompanying Note 19, Note 31
and Note 36 forming integral part of the
standalone financial statements)
As at March 31, 2025, the Company has
ongoing litigations with various authorities
and third parties, which could have an impact
on the results, if the potential exposures were
to materialize.
Claims against the Company not acknow¬
ledged as debts are disclosed and provisions
are recognized in the standalone financial
statements by the Company after a careful
evaluation of the facts and legal aspects of the
matters involved.
This area was significant to our audit because
the outcome of such litigation is uncertain and
the position taken by Management involves
significant judgment and estimation to
determine the likelihood and/or timing of
cash outflows and the interpretation of
preliminary and pending court rulings.
Our focus was on assessing the appropriate¬
ness of judgments, estimates, provisioning
and disclosures of litigations and contingent
liabilities.
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Our procedure in relation to appropriateness of judgments, estimates, and
provisioning of litigations and contingent liabilities include:
a) Substantive testing:
• Obtained and read the Company's accounting policies in respect of
claims, provisions and contingent liabilities to assess compliance
with accounting standards;
• Assessed in accordance with accounting standards, the provisions
in respect of litigations and assessed disclosures relating thereto,
including those for contingencies;
• Discussed with Management the recent developments and the
status of the material litigations; and
• Considered external legal opinions, where relevant, obtained by
the Management.
b) Controls testing: Wherever appropriate, our substantive work was
supplemented by controls testing work which encompassed
understanding of and assessing the design, implementation and
operating effectiveness of Management's key internal controls
surrounding assessment of litigations and completeness of disclosures
& provisioning relating to the litigations and contingent liabilities.
Our procedures as mentioned above did not identify any findings that are
significant for the standalone financial statements as whole in respect of
appropriateness of judgments, estimates, provisioning and disclosures of
litigations and contingent liabilities.
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We have audited the accompanying standalone financial
statements of Orient Bell Limited ("the Company”), which
comprise the balance sheet as at March 31, 2025, and the
Statement of Profit and Loss (including Other Comprehensive
Income), Statement of Changes in Equity and Statement of
Cash Flows for the year then ended, and notes to the
standalone financial statements, including a summary of
material accounting policy statement 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 view in conformity with the Indian
Accounting Standards prescribed under section 133 of the Act
read with the Companies (Indian Accounting Standards) Rules,
2015, as amended, ("Ind AS”) and accounting principles
generally accepted in India, of the state of affairs of the
Company as at March 31, 2025, the Profit (financial
performance including other comprehensive income), changes
in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements
in accordance with the Standards on Auditing (SAs) 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 (ICAI) 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 opinion on the standalone financial
statements.
Information Other than the Standalone Financial
Statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the other
information. The other information comprises the information
included in the annual report, but does not include the
standalone financial statements and our auditor's report
thereon. The 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 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
when it became 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 Annual Report, if we conclude that there is a
material misstatement therein, we are required to
communicate the matter to those charged with governance.
Responsibility of Management and Those Charged with
Governance for the Standalone Financial Statements
The Company's Board of Directors is responsible for the
matters stated in section 134(5) of the Act with respect to the
preparation of these standalone financial statements 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 accordance with the Ind AS
and other accounting principles generally accepted in India.
This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the
Act for safeguarding of 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 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, the Board of
Directors 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 Board of Directors 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 Responsibilities for the Audit of the Standalone
Financial Statements
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 control relevant to the
audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)(I)
of the Act, we are also responsible for expressing our
opinion on whether the Company has adequate internal
financial controls with reference to 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 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 auditor's report unless law or
regulation precludes public disclosure about the matter 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.
Report on Other Legal and Regulatory Requirements
1. 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 "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
except for the matters stated in the paragraph
2B (f) below on reporting under rule 11(g) of
the Companies (Audit and Auditors) Rules, 2014.
c) The Balance Sheet, the Statement of Profit and Loss
(including Other Comprehensive Income),
Statement of Change in Equity and the 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 Ind AS specified under
Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014.
e) On the basis of the written representations received
from the directors as on March 31, 2025 taken on
record by the Board of Directors, none of the
directors is disqualified as on March 31, 2025 from
being appointed as a director in terms of Section
164 (2) of the Act.
f) The modifications relating to the maintenance of
accounts and other matters connected therewith
are as stated in the paragraph 2A (b) above on
reporting under Section 143(3)(b) of the Act and
paragraph 2B(f) below on reporting under Rule
11(g) of the Companies (Audit and Auditors) Rules,
2014.
g) 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".
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, in our
opinion and to the best of our information and
according to the explanations given to us:
(a) The Company has disclosed the impact of pending
litigations on its financial position in its standalone
financial statements- Refer Note No. 19 and 36 to
the standalone financial statements.
(b) The Company did not have any long-term contracts
including derivative contracts for which there were
any material foreseeable losses.
(c) There has been no delay in transferring amounts,
required to be transferred, to the Investor
Education and Protection Fund by the Company.
(d) (i). The Management has represented that, to the
best of its knowledge and belief, as disclosed in
the Note 47 to the accounts, 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, 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;
(ii) . The Management has represented, that, to the
best of its knowledge and belief, as disclosed in
the Note 47 to the accounts, 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, 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; and
(iii) . Based on such audit procedures that has 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 (i) & (ii) above,
contain any material misstatement.
(e) (i). The final dividend proposed in the previous
year, declared and paid by the Company during
the year is in compliance with section 123 of
the Act to the extent it applies to payment of
dividend; and
(ii). As stated in note 45 to the standalone financial
statements, the Board of Directors of the
Company have 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.
(f) Based on our examination which included test checks,
except for the instances below, the Company has used
an accounting software for maintaining its books of
account which has a feature of recording audit trail
(edit log) facility for all relevant transactions recorded
in the respective software.
i. The feature of recording audit trail (edit log) facility
was not enabled at the database level to log any
direct data changes for the accounting software
used for maintaining the books of account.
ii. The Company has used payroll software for
maintaining payroll records which is operated by a
third-party service provider and based on the "The
Independent Service Auditor's Assurance Report
on the Description of Controls and their Design and
Operating Effectiveness (SOC 1 Type 2), feature of
audit trail has been enabled through the year both
at application level and database level, however
access to enable or modify the audit trail at
database is restricted to authorized IT personnel
only.
Further, for the period where audit trail (edit log)
facility was enabled and operated throughout the
year for the accounting software, we did not come
across any instance of audit trail feature being
tampered with and the audit trail has been
preserved by the Company as per the statutory
requirements for record retention.
3. With respect to the matter to be included in the Auditors'
report under Section 197(16):
In our opinion and according to the information and
explanation given to us, the Company has paid remuneration to
its directors during the year is in accordance with the
provisions of and limit laid down under section 197 read with
Schedule V of the Act.
For S.R. Dinodia & Co. LLP
Chartered Accountants,
Firm's Registration Number 001478N/N500005
(Sandeep Dinodia)
Partner
Place of Signature: New Delhi Membership Number 083689
Date: May 22, 2025 UDIN: 25083689BMIUEO3921
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