We have audited the accompanying Financial Statements of S R Industries Limited ("the Company"),
which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss for the year ended
on that date, and notes to the financial statements, including a summary of significant 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 ("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 on 31st March, 2025, its Loss (including statement of other
comprehensive income), for the year ended on that date.
Basis for opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10)
of the Companies Act, 2013. Our responsibilities under those Standards are further described in the
Auditor's Responsibilities 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 together with the ethical requirements that are relevant to our audit of the financial
statements under the provisions of the Companies Act, 2013 and the Rules there under, and we have fulfilled
our other ethical responsibilities in accordance with these requirements and the Code of Ethics.
We believe that the audit evidence we have obtained are sufficient and appropriate to provide a basis for
our opinion.
Basis for Disclaimer of Opinion
1. The Resolution Professional took charge of S R Industries Limited (the "Company") on 21-12¬
2021. Subsequently, control of the Company was taken over by Bazel International Limited (the
Successful Resolution Applicant, SRA) on 22.11.2024 by appointing a new Board of Directors, in
accordance with the order dated 01.07.2024 issued by the Hon’ble National Company Law
Tribunal, Chandigarh Bench (Hon’ble NCLT).
The UCO Bank account (Account No. 02360210003602) continues to be operated by the
Resolution Professional (RP) for the purpose of settling the pending liabilities, as identified and
monitored by the Monitoring Agency of the Company.
2. The company has written off all the Assets & Liabilities as on the date of take over as per the plan
submitted and approved by the Hon’ble NCLT.
3. Certain parties, who have made certain supplies have filed legal suits before the Hon’ble NCLT
against the Resolution Professional, the Successful Resolution Applicant (SRA), and the Company
for recovery of their dues. The SRA has already filed the necessary replies with the Hon’ble NCLT
to contest such claims, in accordance with the order dated 01.07.2024 passed by the Hon’ble NCLT.
4. Necessary statutory claims, including those related to PF/ESI, Customs, GST, Income Tax, HPSEB,
and any other dues up to the date of takeover, have been written off in the books of account as per
the Resolution Plan approved by the Hon’ble NCLT vide order dated 01 July 2024. Necessary
actions are being taken with the concerned departments to resolve the same which is still pending.
Key Audit Matters
Key Audit Matters are those matters that, in our professional judgment, were of most significance Key audit
matters 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.
Information other than the financial statements and auditors’ report thereon
The Company's Board of Directors is responsible for the preparation of the other information. The other
information comprises the information included in the Board's Report including Annexures to the Board's
Report but does not include the Financial Statements and our auditors' report thereon. Our opinion on the
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 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 information,
we have required to report that fact. we have nothing to report in this regard.
Emphasis of Matter
i. We draw attention to Note No. 33 to the financial statement relating to the Contingent
Liabilities of the company.
ii. We draw attention to Note No. 42 to the financial statement regarding the GST Returns filed
on monthly basis by the Company are subject to reconciliation and the differences.
iii. We draw attention to Note No. 45 to the financial statement regarding the change of
management of the company pursuant to the Order dated 01 July 2024 issued by the Hon’ble
NCLT in favour of Successful Resolution Applicant (“SRA ”)
Management’s responsibility for the financial statements
The Company's Board of Directors are 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 the maintenance of adequate accounting records in accordance with the
provision 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 control, 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 is 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 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 the aggregate, they could reasonably
be expected to influence the economic decisions of users taken on the bases 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 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 have 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
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 Financial Statements for the financial year ended
March 31, 2025 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 paragraph 3 and 4 of the 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) ln 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 & Loss 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 Rule 7 of the Companies (Accounts) Rules,
2014, as amended from time to time;
e) On the basis of 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) This report does not include report relating to internal financial controls as required u/s 143(3)(i)
pursuant to Notification No. GSR 583(E) dated 13.06 2017 issued by MCA.
g) 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 have pending litigations on its financial position in its financial statements as
duly stated in Disclaimer Opinion above.
ii. According to the information and explanations provided to us, 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 (“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.
v. No dividend have been declared or paid during the year by the company.
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.
Additionally, the audit trail, where enabled, has been preserved by the company as per the
statutory requirements for record retention.
For Krishan Rakesh & Co.
Chartered Accountants
Firm Regn. No. 009088N
Place : Delhi K.K. Gupta
Date : 27-05-2025 (Partner)
UDIN : 25087891BMIDZP6626 M.No. 087891
|