Teesta Agro Industries Limited

REPORT ON THE AUDIT OF THE IND AS FINANCIAL STATEMENTS

OPINION

We have audited the accompanying Ind AS Financial Statements of Teesta Agno Industries Limited (‘the Company"), which compose the Balance sheet as at March 31, 2024, the Statement d1 Profit and Loss, the Cash Flow Statement Tor Uie year then 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 ol our information and according to the explanations given to us. the aforesaid Ind AS Financial Statements give the information required by the Companies Act,2D13. as amended ['Ifre 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 March 31, 2024, ils profit including olher comprehensive income, its cash flows and the changes in equity for the year ended an that date.

BASIS FOR OPINION

We conducted our audit of the Ind AS Financial Statements in accordance wilh the Standards on Auditing (SAs), as 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 Ind AS 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 tagather with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance wllh these requirements and Ihp Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

KEY AUDIT MATTERS

Key audit metiers are those matters lhai, in our professional judgment, were of most significance >n our audit of Ihe Ind AS Financial Statement for the financial yeai ended March 31 2024 These matters were addressed in Ihe context of our audit of the Ind AS Finaociai Statements as a whole, and In forming our opinion thereon, and we do eol provide a separate opinion on these matters For each matter below, our dascription of how our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to he communicated in our report We have fulfilled the responsibilities described in the Auditor's respansibililias for the audit of the Ind AS Financial Statements section of our report,

ini-iudmo in relation In Pibmi mnlinri Accordingly, our audit included the performance of Pftx injures rtestgoed in respond to our nsEmanmflni nf lhe nsks of matanal misstatement of Iho ind AS Fmnncjiil Statements I ho rosutts of nnr nudit procedures, including the procedures performed to address the matter* below, provida I he basis for our audit opinion on the accompanying Ind AS Financial Statements

Revenue Recognition

INFORMATION OTHER THAR T*E FINANCIAL STATEMENTS AND AUDITOR'S REPORT THEREON

The Company's Board of Directors is responsible for the other information. The other information ogmpn&es the in formation included in the Annual report, but does not include the kid AS Financial Statements and our auditors' report thereon.

Our opinion on the |nd AS Financial Statements does not cover the other information and we do not express any form at assurance conclusion thereon.

In connection with our audit of the Ind AS Financial Statements, our responsibility is to read the other information and, In doing so, consider whether such other information is materially inconsistent with the financial statements or our knowledge obtained In the audit or otherwise appears to be materially misstated If, based on the work we have performed, we conclude that there is a material misstatement of this other in format ion, wo are required to report that fact. We have nothing (o report in this regard

Management’s Responsibility tortiw Ind AS Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5} of the Companies Ad, 2013 ("the Acf) with respect to ihe preparation or these lnd AS 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

'^,l India, including Ihe Accounting Standards {Inti AS) ptmcrlbed under Section 113 of (hi? Act

This responsibility also Includes maintenance of adequate iiccuunlmg regards In accordance wiin the provisions of the Ad for BBteguerdlna the assets nf the Company and for preventing and detecting frauds and other irregularities. selection and application of appropriate accounting policies. making judgments and estimates thal are reasonable and prudent. and design implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy end completeness of the accounting records, relevant to the preparation and presentation of the Ind AS financial statements that give n true and fair view and are free tram material mis&tatoment, whether due to fraud or error

in preparing the Ind AS Financial Statements, management is responsible for assessing (he 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.

The Board of Directors is also responsible for overseeing the Company's financial reporting process

Auditor's Responsibility for the Audit of Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the Ind AS financial statements as a whole are free from material misstatement, whether due to fraud or error, and t-j issue an auditor's report that includes out opinion. Reasonable assurance is a high level of assurance, bui is not a guarantee that an audit, conducted in accordance with SAs will always deled a material misstatement when h 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 or these ind AS financial statements.

As pah 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 Ind AS 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 amor, 35 fraud may involve collusion, forgery, intentional omissions, misrepresentations, or ihe override of internal control

* Obtain an understanding of internal control relevant to the audit m order to design audit procedures that are appropriate in the circumstances. Under section U3(3)(i} of the Act, we are also responsible for expressing our opinion on whether Ihe conn pan y has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

Ý Evaluate the appropriateness of accounting policies used and (he reasonableness of accounting estimates and related disclosures made by management.

- Conduce on the apprOpnatandtS of rnanaqumnnts use of (ho going concarn basis of accounting m preparation of tnd AS financial statements and, bated on ihe audit flvKfcnce fibijiined wheltw a material uncertainty eulsis related jo events of conrtilions th.ii may i significant doubt on Ihg appropriateness of 1his assumption If wo conclude that a matonal uncertainly exisls, we are required to draw attention in our audltx‘8 report In Ihe related disclosures in the Inri AS financl.il slHtemHnhs nr, if such disclosures ate inadequate to modify our opinion. Our conclusions are based on (he audit evidence obtained up to the date of our auditor's report However, future everts or condition & may cause lhe Company to cease to continue as a going concern

Ý Evaluate the overall presentation, structure and content of the fnd AS financial statements including the disclosures, and whether the Ina AS fmancial statements represent the underlying transactions and avenls in a manner that achieves fair presentation

Ý Obtain sufficient appropriate audit evidence regarding the financial information of such entities or business activities within the company lo express an opinion on lhe Ind AS financial statements, of which we are lhe independent auditors. We are responsible for the direction, supervision and performance of the oudil of finance! information of such entities For ihe other entity included in the Ind AS financial statements, which have been audited hy other auditor, such other auditor remains responsible for the direction, supervision and performance of Ihe audit carried out by them We remain solely responsible for our audit opinion Our responsibilities in this regard are further described in Ihe section tilled 'Older Matters' m this audit report

Materiality i& the magnitude of misstatements in the Ind AS Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced We consider quantitative materiality and qualitative factors in (t) planning the scope of our audit work and m evaluating the results of our work, and <ii> to evaluate lhe effect or any identified misstatements in lhe financial statements

We believe lhal the audit evidence obtained by us along with the consideration of audit report of the other auditor referred to m the Other Matters paragraph below. is sufficient ami appropriate to provide a basis for our audit opinion on Ihe Ind AS financial statements

We communicate wrih those charged with governance of lhe Company and such other entities included m the Ind AS financial statements of which we are the independent auditors regarding, among other matters, Lhe planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that wo identify during our audit

We also provide those charged with governance with a statement lhat we have compiled with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be ihoughl to bear on our independence, and where applicable, related safeguards

We also performed procedures in accordance with lha circular issued by the SE0I under Regulation 33{B) of the Listing Regulations, as amended, lo lha extent applicable

From the mailers communicated witti those charged with governance, we determina these matters that were at mDsl significance in the audit Df Ihe Ind AS financial statements of tha current period and are Ihnrefore the koy audit matters We describe these matters In our auditor's report unless law nr regulation precludes public disclosure about the matter or when in extremely rare circumstances, wo determine that a matter should not be communicated In our report because the adverse consequences of doing so would reasonably be expected to outweigh tho public interest benefits of such communication

Other Matters

We did not audit the financial statements of Chittorgarh Unit whose financial statements reflect tol&l assets of Rs, 57.75 crones as at 31 March 2024, total revenues of Rs. 75.56 trores for ihe year ended on that dale, as considered in the Ind AS financial statements. These financial statements have been audited by qther auditor whose report has been furnished to us by the Management and our opinion on die Ind AS financial statements, in so far as il relates to the amounts and disclosures included in reaped of this unit, and cur repon in terms of section 143(3) of the Ad, in so far as it relates to the aforesaid unit is based solely on the audit report of the other auditor.

Our opinion on the ln<J AS financial statements, and our report on Other Legal and Regulatory Requirements betow, is not modified in respect of the above matter with respect to our reliance on tha work done and the report of the other auditor.

Report on Other Legal and Regulatory Requirements

1. As required by Ihe Companies (Auditor's Report) Order, 202D (^Htbe Order"), issued by the Central Government in terms of section 143(11) of the Act, and on the basis of such checks of the books and records of the company as we considered appropriate and according to the information and explanations given to us, we give in ' Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by section 143 (3) of the Act, we report that:

a we have sought and obtained all (he information and explanations which to the best of our knowledge and bel ief wore nece&sa ry for the purpose of out a udit;

b. ift 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 Balance Sheet, the Statement of Profit and Loss and (tie Cash Flow Statement dealt with by this Report are in agreement with the books of account

d. in our opinion, the aforesaid Ind AS financial statements comply with the Accounting Standards specified under section 133 of the Act.

e_ On the basis of written representations received from the directors as on March 31. 2024 taken on record by the Board of Directors, none of the directors is disqualified es on March 31, 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 "Anrexure B"

With respect to the other matters to be included in ihe 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 in accordance with the provisions of Section 197 of the Act.

h. With respect to the cither 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 Ihe best of our information and according to the explanations given to us.

t The Company does not have ary pending litigations winch would impact its financial position;

ii. The Company has made provision, as required under tire applicable law or accounting Standards, tor material foreseeable losses, if any, on long-form contracts including derivative contracts; and

iiE There were no amounts which are required to be transferred to the investor Education and Protection Fund hy the Company.

jv. (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. lo the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by ihe 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 Uttimaie Beneficiaries;

(c) Based on Ihe audit procedures that have been considered reasonable and appropriate In the cincum stances, nothing has cc*me to our notice lhat has caused us to believe (hat (he representations under sub-ciause (i] and (ii) of Rule 11 (e). » provided under fa} and (b) above, contain any material misstatement;

v The company has not proposed of declared any dividend during the year Hence this clause is not applicable

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. Based on our examination which included test checks. the Company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit Jog) 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 came across any instance of audit trail feature being tampered with

Table showing the accounting software used by the Company

for Mantry & Associates Chartered Accountants

(fteEistratlon No. 315CWIEI

Ý \ Place: SJIIgurf

) j D_ate:lW/202i

CA. Manjari Man try V'VX. /jff

Partner

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