TO THE MEMBERS OF ANTARCTICA LIMITED
We have audited the accompanying standalone financial statements of ANTARCTICA LIMITED ( the Company ), which comprise the Balance Sheet as at 31st March 2026 , the Statement of Profit and Loss (including other comprehensive income) , the Statement of Changes in Equity , the 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.
We do not express an opinion on the accompanying financial statements of the entity. Because of the significance of the matter described in the Basis for Disclaimer of Opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements.
1. The Company has obtained unsecured loans; however, no interest has been charged on such loans. Further, relevant loan agreements were not made available for audit verification. In the absence of supporting documentation, we are unable to verify the accuracy of the outstanding balances and the interest-free nature of these loans, which may have an impact on the fair presentation of liabilities and finance costs in the financial statements.
2. The Company has reported inventory in the financial statements. However, physical verification of inventory was not carried out. Consequently, we were unable to satisfy ourselves regarding the existence, condition, ownership, valuation and realisability of the inventory as at the reporting date, and the consequential impact thereof, if any, on the financial statements.
3. The Company has not recognised any Deferred Tax Asset or Deferred Tax Liability during the year under review, as management represented that no timing differences existed requiring recognition in accordance with the applicable accounting standards.
4. The Company has not maintained a Fixed Assets Register containing particulars of Property, Plant and Equipment. Accordingly, we are unable to verify the completeness, existence and status of fixed assets held by the Company.
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 section. We are independent of the Company in accordance with the Code of Ethics issued by ICAI and relevant ethical requirements under the Act. We believe that the audit evidence we have obtained is not sufficient and appropriate to provide a basis for our opinion.
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 as a whole. We have determined, depending upon the facts and circumstances of the entity and the audit, that there are no key audit matters to communicate in the Auditors Report except those stated above under Basis for Disclaimer of Opinion .
The Company s Board of Directors is responsible for the other information. The other information comprises the information included in the Director s Report including Annexures , but does not include the standalone financial statements and our auditor s 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, our responsibility is to read the other information and consider whether it is materially inconsistent with the standalone financial statements or our knowledge obtained during the audit, or otherwise appears materially misstated. If, based on the work performed, we conclude 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.
The financial statements for the year ended March 31, 2026 include the results for the period ended March 31, 2026. (The source text states March 31, 2028 - apparently a typographical error.) Our Disclaimer of Opinion is described in the Basis for Disclaimer of Opinion section.
Further, we draw attention to the following matters, which have been considered in forming our audit opinion and have not resulted in any further modification to our opinion:
The Company s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 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 Ind AS and other accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act.
This responsibility includes:
? Maintenance of adequate accounting records in accordance with 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 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 alternative 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 managements 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 Companys 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 auditors 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.
As required by the Companies (Auditor s Report) Order, 2020 ( the Order ) , issued by the Central Government of India in terms of Section 143(11) of the Companies Act, 2013, we give in Annexure A a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
As required by Section 143(3) of the Act, we report that:
a) As described in the Basis for Disclaimer of Opinion paragraph, we sought but were unable to obtain 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 not been kept by the Company so far as details and records provided to us.
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity and the Cash Flow Statement dealt with by this Report are in agreement with the books of account .
d) In our opinion, the aforesaid standalone financial statements, subject to the matters mentioned in the Basis for Disclaimer of Opinion , comply with the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) On the basis of written representations received from the directors as on 31st March, 2026 taken on record by the Board, none of the directors is 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 internal financial controls over financial reporting and the operating effectiveness of such controls, refer to our separate report in Annexure B .
g) With respect to other matters to be included in the Auditor s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014 , as amended:
i. The Company does not have any pending litigation which would impact its financial position.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.
iii. There has been no delay in transferring amounts required to be transferred to the Investor Education and Protection Fund by the Company.
iv. 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.
v. 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.
| For Chandabhoy & Jassoobhoy | |
| Chartered Accountants | |
| Place: Ahmedabad | CA Nimal Shah |
| Date: 28th May, 2026 | Partner |
| Chartered Accountants | |
| Membership No. 100932 | |
| Firm Regn. No. 101648W | |
| UDIN: 26100932SZURUP265 |
Referred to in the Auditors Report to the Members of Antarctica Limited for the year ended 31st March, 2026
i. Property, Plant and Equipment
? The Company has not maintained proper records showing full particulars including quantitative details and situation of Property, Plant and Equipment and intangible assets.
? The management has not certified physical verification of Property, Plant and Equipment at reasonable intervals.
? The Company owns immovable property. However, no documents and information have been provided to us in this regard.
? The Company has not revalued its Property, Plant and Equipment and Intangible assets during the year.
? To the best of our knowledge, no proceedings have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder.
ii. Inventory
? As informed by management, the inventory has not been physically verified during the year by management. In our opinion, the frequency of verification is not reasonable. The procedures of physical verification followed by management are not reasonable and adequate in relation to the size of the Company and nature of its business. We asked management to allow physical verification, but received no response.
? As per information provided, the Company has not been sanctioned any working capital limits in excess of Rs. 5 crores by any banks or financial institutions during any point of time of the year.
iii. Loans, Investments, Guarantees and Security
? The Company has made investments, provided guarantees or security, or granted loans to companies, firms, LLPs or other parties during the year. As per the financial statements, advances of Rs. 465.26 crores were granted to different parties. We believe these advances are in the nature of loans.
? (a) The Company has not granted any loans or advances and guarantees or security to subsidiaries, joint ventures and associates.
? (b) The investments made, guarantees provided, security given and the terms and conditions of the grant of all loans and advances in the nature of loans and guarantees provided are not prejudicial to the Companys interest.
? (c) In respect of loans and advances in the nature of loans, the schedule of repayment of principal and payment of interest was not provided to us; hence we cannot verify whether principal and interest payment has been stipulated or whether repayments/receipts are regular.
? (d) As loan agreements were not provided, we cannot verify the total amount overdue.
? (e) As loan agreements were not provided, we cannot verify whether any loan or advance in the nature of loan granted has fallen due during the year, has been renewed or extended, or fresh loans granted to settle overdues of existing loans given to the same parties.
? (f) As loan agreements were not provided, we are unable to verify whether the Company has granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment.
Guarantees / Security / Loans / Advances in the nature of loans (Rs. in Lacs):
| Particulars | Guarantees | Security | Loans | Advances in nature of loans |
| Aggregate amount granted/provided during the year | Nil | Nil | 465.26 | Nil |
| - Subsidiaries | Nil | Nil | Nil | Nil |
| - Joint Ventures | Nil | Nil | Nil | Nil |
| - Associates | Nil | Nil | Nil | Nil |
| - Others | Nil | Nil | 465.26 | Nil |
| Balance outstanding at balance sheet date | Nil | Nil | 465.26 | Nil |
iv. Section 185 and 186 In respect of loans, investments, guarantees and security, the provisions of Section 185 and Section 186 of the Companies Act, 2013 have been complied with .
v. Deposits The Company has not accepted any deposits within the meaning of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013.
vi. Cost Records The maintenance of cost records has not been specified by the Central Government under Section 148(1) of the Companies Act, 2013.
vii. Statutory Dues
| \uf0b7 (a) To the best of our knowledge and according to information and explanations given to us, the Company has been regular in depositing undisputed statutory dues consisting of Goods and Service Tax, Provident Fund, Employees\u2019 State Insurance, Income Tax, Sales Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax and other statutory dues with appropriate authorities. \uf0b7 (b) Except as mentioned below, there are no statutory dues referred to in sub-clause (a) that have not been deposited on account of any dispute: Sr. No. | Name of Statute | Nature of Dues | Amount (Rs. in Lacs) | Period to which the amount relates | Forum where dispute is pending |
| 1 | VAT Act, 2003 | WB VAT | 4.10 | 2011-12 | West Bengal Revisional Board & Taxation Tribunal |
| 2 | VAT Act, 2003 | WB VAT | 1.20 | 2008-09 | West Bengal Revisional Board & Taxation Tribunal |
The Company did not produce the current status of the above cases.
viii. Undisclosed Income According to information and explanations given by management, no transactions not recorded in the books of account have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
ix. Loans and Borrowings
? (a) The Company has not defaulted in repayment of loans or borrowings or in interest to any lender.
? (b) The Company has not been declared a wilful defaulter by any bank or financial institution or other lender.
? (c) The Company has not taken any term loans during the year.
? (d) In our opinion, funds raised on short-term basis have not been utilised for long-term purposes.
? (e) The Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures.
? (f) The Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies.
x. Public Offer / Preferential Allotment In our opinion, money raised by way of initial public offer or further public offer (including debt instruments) and term loans were applied for the purpose for which they were raised. The Company has not made any preferential allotment or private placement of shares or convertible debentures during the year.
xi. Fraud
? (a) To the best of our knowledge and according to information and explanations given to us, no fraud by the Company or any fraud on the Company has been noticed or reported during the year.
? (b) No report under Section 143(12) of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under Rule 13 of the Companies (Audit and Auditors) Rules, 2014 with the Central Government.
? (c) No whistle-blower complaints had been received by the Company during the year.
xii. Nidhi Company The Company is not a Nidhi Company as defined in Section 406 of the Companies Act, 2013.
xiii. Related Party Transactions In our opinion, all transactions with related parties are in compliance with Sections 177 and 188 of the Companies Act, 2013 and the details have been disclosed in the Financial Statements as required by applicable accounting standards.
xiv. Internal Audit
? (a) According to information and explanations given by management, the Company does not have an internal audit system commensurate with the size and nature of its business.
? (b) No reports of Internal Auditors for the period under audit were available for our consideration.
xv. Non-Cash Transactions with Directors In case of non-cash transactions with directors or persons connected with them, if any, the provisions of Section 192 of the Companies Act, 2013 have been complied with.
xvi. RBI Act / NBFC / CIC
? (a) The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.
? (b) The Company has not conducted any Non-Banking Financial or Housing Finance activities without a valid Certificate of Registration (CoR) from RBI.
? (c) The Company is not a Core Investment Company (CIC) as defined in RBI regulations.
? (d) The Group does not have more than one CIC as part of the Group.
xvii. Cash Losses The Company has not incurred a cash loss during the financial year but has incurred a cash loss of Rs. 82.15 Lakhs in the immediately preceding financial year .
xviii. Resignation of Statutory Auditors There has been resignation of statutory auditors during the year . The auditor has taken into consideration the issues, objections or concerns raised by the outgoing auditor.
xix. Ability to Meet Liabilities On the information obtained from management and audit procedures performed, and on the basis of financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statements, the auditor s knowledge of the Board of Directors and management plans, we are of the opinion that material uncertainty exists as on the date of the audit report regarding whether the Company is capable of meeting its liabilities existing at the balance sheet date as and when they fall due within a period of one year from the balance sheet date.
xx. Section 135 The provisions of Section 135 are not applicable to the Company.
xxi. Consolidated Financial Statements The Company is not required to prepare Consolidated financial statements ; hence this clause is not applicable.
| For Chandabhoy & Jassoobhoy | |
| Chartered Accountants | |
| Place: Ahmedabad | CA Nimal Shah |
| Date: 28th May, 2026 | Partner |
| Chartered Accountants | |
| Membership No. 100932 | |
| Firm Regn. No. 101648W | |
| UDIN: 26100932SZURUP265 |
Referred to in the Auditors Report to the Members of Antarctica Limited for the year ended 31st March, 2026
We have audited the internal financial controls over financial reporting of ANTARCTICA LIMITED as of 31st March, 2026 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
The Company s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company, considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by ICAI .
These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records, and timely preparation of reliable financial information, as required under the Companies Act, 2013.
Our responsibility is to express an opinion on the Company s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting and the Standards on Auditing issued by ICAI and deemed prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable.
Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting were established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. This includes obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor s judgment.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Companies Act, 2013. According to the information and explanation given to us and based on our audit, the following material weaknesses have been identified as at March 31, 2026:
i. The Company has obtained unsecured loans ; however, no interest has been charged on such loans. Further, relevant loan agreements were not made available for audit verification. In the absence of supporting documentation, we are unable to verify the accuracy of the outstanding balances and the interest-free nature of these loans.
ii. The Company has reported inventory in the financial statements. However, physical verification of inventory was not carried out . Consequently, we were unable to satisfy ourselves regarding the existence, condition, ownership, valuation and realisability of the inventory as at the reporting date.
iii. The Company has not recognised any Deferred Tax Asset or Deferred Tax Liability during the year under review, as management represented that no timing differences existed requiring recognition.
iv. The Company has not maintained a Fixed Assets Register containing particulars of Property, Plant and Equipment. Accordingly, we are unable to verify the completeness, existence and status of fixed assets held by the Company.
A material weakness is a deficiency, or a combination of deficiencies, in internal financial control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company s annual financial statements will not be prevented or detected on a timely basis.
In our opinion, except for the effects/possible effects of the material weaknesses described above on the achievement of the objective of the control criteria, the Company has not maintained, in all material respects, an adequate internal financial controls over financial reporting and such internal financial controls over financial reporting were not operating effectively as at 31st March, 2026 , based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by ICAI.
We have considered the material weaknesses identified and reported in determining the nature, timing and extent of the audit tests applied in our audit of the year ended March 31, 2026 financial statements of the Company, and these material weaknesses affect our opinion on the financial statements.
| For Chandabhoy & Jassoobhoy | |
| Chartered Accountants | |
| Place: Ahmedabad | CA Nimal Shah |
| Date: 28th May, 2026 | Partner |
| Chartered Accountants | |
| Membership No. 100932 | |
| Firm Regn. No. 101648W | |
| UDIN: 26100932SZURUP265 |
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