We have audited the accompanying Financial Statements of Walchandnagar Industries Limited (the "Company"), which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss, including Other Comprehensive Income, the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date and notes to the Financial Statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as the "Financial Statements").
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 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"), ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, and its loss, total 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 Financial Statements in accordance with the Standards on Auditing ("SA") specified under Section 143 (10) of the Act. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit for the Audit of the 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 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 obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
1. We draw attention to Note 58 of the Financial Statements, which describes the suspension of operations at the Company's Foundry Division with effect from March 20, 2025, due to violent collective acts by the workmen. Subsequent to the year-end, the Company withdrew the suspension and declared a lockout with effect from April 12, 2025, thereby continuing the halt in operations.
2. We draw attention to Note 26 of the Financial Statements, which describes the recognition of a provision amounting to ?4,362 Lakhs under "Other Expenses" in respect of expected losses on certain ongoing Tamil Nadu Electricity Board projects (TNEB Customer). The provision has been recognized by the Company pursuant to a reassessment of the estimated costs required for completion of the balance work, following resolution of certain project-related issues with the customer.
Our opinion is not modified in respect of these matters.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Financial Statements for the financial year ended March 31, 2025. These matters were addressed in the context of our audit of the Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description 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 be communicated in our report. We have fulfilled the responsibilities described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the Financial Statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying Financial Statements.
Key audit matters
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How our audit addressed the key audit matter
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Recoverneility of TrnOe Receivables:
Trade receivables amounting to ? 15,014 Lakhs represents approximately 17.22% of the total assets of the Company as at March 31,2025.
In asses sing the recoverability of the aforesaid balances arid determination of allowance for expected creditlcos, management's judgement involves consideration of aging status, historical payment records, evaluation of litigations, the likelihood of collection bared oit the terms oftheeontractand credit informatihn of its costomer.
We censider this a s key audit matter due to materiality of the amoants and significant estimates and judgements as stated above.
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Our auoit procedures amongst ethers included the tofowing:
• Understood and tested on a sample besis toe desi°n and operating effectiveness of management control over assessing the recoverability odthn tfade receivables.
• Performed test of details and tested relevant contracts, documents and sndsequent receipts for materia. trade receivables balances.
• Te ste d the aging of trade rece iva bl es as at the year-end an sample basis.
• Assessed the allowance for expected credit loss made by management.
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ReveBue Recognition:
There are significant accoonting fudgements ia estimating revenues to be recognized on contracts with customers,inolu ding estimation of costs to complete. The Company recognizes revenue on the basis of stage of completion in proportion of the contract costs incurred at balance sheet date, relative to tho total estimated costs ofthe contract at completion. The reoognition of7 revenue is therefore depen dent on estima.es if rela tion to totall e stimated costs of each such contract.
We ceofidet this as fey audit matter lue to materiality of the amounts and significant estimates a nd foygements as otated above.
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The audit procedures included but were not limited to:
i. Read contract documents for each selection, change orders, a nd other documents that were part of the agreement.
ii. Verification of total Cost incurred for each project as per books oO accounts, total Cost to Complete each project, project profitability statements, as reviewed by projects heads.It was verified that the cost for completing balanced work is reviewed and revised wherever necessary based on current scenario aed future expectations.
iii. Obtaining a detailed understanding of the processes, c ontrols and policies of the Management with respect to preparation of project profitability statements, eva!uating the design of controls including approvals and reslated com pliances, testing implementation and oee rating effectiveness ef the controls.
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We have determined that there are no other key audit matters to communicate in oor reyort.
Information other than the Finandal Statements and Auditor's Report thereon
The Company's Board ofDirectors is responsible forthe °reparation of the other informatioa. The otoer information comprises the information included in the Company's Annual Report but does not include the Isd AS finanaial statemene ana ourauditor's report thereon.
Our opinion on the Financial Statements does not cover the other information and we do eot express any form of assurance conclusion thereon.
In connection with oae audit ef the Financial Statement, our responsibility is to read the other information aad, in doing so, consider whether the other information is materially inconsintent with the Finnncial Statements, or our knowledge obtained during the course of ous audit or otherwife appears to be mnterially misstated.
If, based on the work we have performed, wse conclude that there is a material misstatement of this other information, we are required to reportthatfact. We have nothing to teportm this regard.
Responsibilitiey of Management and those charged with governance for the Financial Statements
The Company's Boatd of Directors is responsible for the matters stated in Section 134 (5) ofthe Act with Bespest Oo the preparation of thene Financiai Statements that give a true and fair view of the financial position, financial performance including other no mprehe nsive income, changes in equi ty and cash flows of the Company in accordance with the accountino principleo geoerally acceptedin India,including Indisn Accounting Statdardn specifies under Sention 133 of the Act. This respoositrility also includes maintenance of7 ade cjeate hccounting reoords in nccord ance wit. the provisions ofthn Actfor safeguardmg the assets ofthe Company and for preveoting and detecting frauds and ot°erirregularities; selection and application of7 appropriate accounting policies; making fudgments and estimates thatare reasonalale and peudent; and design,implementationand maintenance ofadeqeate 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 and 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.
The Board of Directors of the Company are also responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Financial Statements
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 aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these 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 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 an adequate internal financial controls with reference to 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 the 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 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 Financial Statements, including the disclosures, and whether the Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the 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 (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Financial Statements.
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 financial controls 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 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.
We did not audit the financial statements / information of Ethiopia division included in thefinancialstatements ofthe Company whose financial statements / financial information reflect total assets of ? 101.18 Lakhs as at March 31,2025, and the total revenue of ? Nil, total expenses of ? 5.50 Lakhs for the year ended as at March 31, 2025. The financial stotements / information of this division has been audited by the ifdependent auditorwhose report han been furnished tss ussand our opinion in sofanas it relctfstothe amounts and disclosures included in respect of such division, is based solely on the re port of such auditor.
Our opinionis not modi fied in respe ct of this matfe r.
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 at India in tsrms of Sob-Section (11) od Shction 143 od the Act, we give in the /On nexure“A", a statement o a th e matters s pe cifi od in paragraphs i and 4 ofthe Order, to the; extont applicable. As required bye Section 143(3) of the Act, based on our audit we report that:
t. We have sorght and obdained all thi inSosmation aod
explanations which to the best of our knowledge add belief were rocessaryforthe purp os es ofourouOit.
br In our opinion,proper books of account rs required by law have been dept by th e Compann so fa r a sit appearf from our exa minatior oh oh ose looks .
a. Tde Balance Sheet, the Statiment of Profit and Loss, includinig Otoer Comprehensive Income, Statement: of7 Cha nges in equity and the Statement of Cash Flows dealt with by this Reaort ore in agreement with tine? books.
d. In our opinion, the aforesaid financial stotementf comply with the lod AS specified under Section 133 of the Act.
e. On toe basis of rhe written reprenentations received from the directors as on Mmrch 31, p025, taken or? record lay the Board of Directors, none of the directors is disqualified as no March 31, 2025, from being nppointed as a director in terms ooSec tion 164- (2) of the Act.
f. With respect to tUa adequacp of thi internalfinancial controls with reference to Financial (Statements ofthe Company anb tho operating effectiveness oS such controlso refer no our sepnrate report in "Annexure B". Our re|hort expresses an nnmodified vpinioo on the adequacy and operating effectiveness of the Company's internal financinl controls with repenence to tCe Financial Statements.
g. With respect to the other matters to be included if toe
Auditor's Report it accordanee with the renuirements of Section 197(16) of the Act, as amendtd, id our opinion apd oocording to toe informatinn and explanations given to us, the remuneration paid by the Company toits directors durina the: currentyearis in accordanc ewith tOa provisions of Cec tion 19 7 of tCn Act.
C. With respect to the otoer matters to be included in th e Auditor's Report in accordance with Rule 11 of t in e Com p an i e s (A u d i t an d Au ditors) R ules , 2014-, as amended, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impacU of pending litigations on its financial position in its Financial Statements. Refer Note - 54 to the Financial Statements.
ii. 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 contra ctt.
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 fhe best of its knowledge and be lief, n o fun ds (which a re matesial either individuelly or in aggregate) havo been advanced or loaned or invested (eitheo from berrowed fundo or sfiarn premium or eny other sources or kird of7 fuads) by the Company to os in any other persoos or entities, ipcluding foreign ertitief ("Intermediaries"),
with the understondieg, whether
recorded in writing or otherwise, that the Ibtermediaoy shall, whether direatly or indirectly lend or invert in other persons or e ntities bentfied in any manner whatsoever by or of behalt of the Company ("Ultimate BeneVciaries") of provide any guaranies., socuritn or the like to or on behalf of toe Ultimate Beaeficiaries.
b. The management has represented that, to the best of its knowledge and belief, no funds (which are material either individually or ia agirevate) have beeo
received by the Company from any persons or entities, including foreign entities ("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 from or 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.
. The Company has neither declared nor paid any
dividend during the year.
vi. Based on our examination, which included test checks, the Company has used accounting software for maintaining its books of account for the financial year ended March 31,2025, 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 the audit trail feature being tampered with and the audit trail has been preserved by the Company as per the statutory requirements for record retention.
For Jayesh Sanghrajka & Co. LLP
Chartered Accountants
ICAI Firm Registration Number: 104184W/W100075
Pritesh Bhagat
Designated Partner
Membership Number: 144424
UDIN: 25144424BMIYMI8982
Place: Navi Mumbai
Date: May 22, 2025
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