To the Members of Canarys Automations Limited (formerly known as Canarys Automations Private limited)
Report on the Audit of standalone financial statements
Opinion
We have audited the accompanying standalone financial statements of Canarys Automations
Limited (formerly known as Canarys Automations Private limited) (the Company) which comprises the Balance Sheet as at March 31, 2025, the Statement of
Profit and Loss and the Statement of Cash Flows for the year then ended and Notes to the standalone financial statements, including a summary of the Significant Accounting Policies 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 accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, its profit and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of 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 Auditors 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 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 issued thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the 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 standalone financial statements.
Emphasis of Matter Paragraph
We draw attention to Note 43 of standalone financial statements, which describes the Companys acquisition, subsequent to the balance sheet date, of a 51% equity stake in Fortira Inc., a key customer in one of the Companys two revenue segments, on
April 15, 2025. Our opinion is not modified in respect of this matter.
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.
Sl No Key Audit Matter |
Auditors Response |
| 1. Revenue recognition - Fixed price contracts using the percentage of completion method | Principal Audit Procedures Performed included the following: |
| Use of the percentage-of-completion method requires the Company to determine the actual efforts or costs expended to date as a proportion of the estimated total efforts or costs to be incurred. The estimation of total efforts or costs involves significant judgement and is assessed throughout the period of the contract to reflect any changes based on the latest available information. | Our audit procedures related to the determination of whether revenue is recognized on a straight-line basis or using the percentage of completion method included the following, among others: |
| We identified the estimate of total efforts or costs to complete fixed price contracts measured using the percentage of completion method as a key audit matter as the estimation of total efforts or costs involves significant judgement and is assessed throughout the period of the contract to reflect any changes based on the latest available information. | We tested the effectiveness of controls relating to the determination of whether revenue for certain contracts is recognized on a straight-line basis or using the percentage of completion method. |
| This required a high degree of auditor judgment in evaluating the audit evidence and a higher extent of audit effort to evaluate the reasonableness of the total estimated amount of revenue recognized on fixed-price contracts. | We selected a sample of fixed price contracts with customers measured using percentage-of-completion method and performed the following: |
| - Obtained and read contract documents for each selection, including service agreements and other documents that were part of the agreement. | |
| - Tested the estimate for consistency with the status of delivery of milestones and customer acceptances and sign-off from customers to identify possible delays in achieving milestones. | |
| 2. Trade Receivables and Provision for doubtful receivables | Principal Audit Procedures Performed included the following: |
| A significant amount of revenue generated by the Company is through telemetry services where a substantial portion of receivables is attributable to government entities, average ageing of which is between 1 and 2 years. | Our audit procedures related to the determination of whether the realizable value of trade receivables is accurate included the following: |
| The Company is unable to obtain balance confirmations regarding the outstanding amount to be received from these entities as on 31 March 2025. | We selected a sample of fixed price contracts with customers for which revenue is outstanding for a period between one to two years. |
| There has been no provision for doubtful debts created against such receivables, as the Company believes, on the basis of past realization trends, indicate a high probability of receiving these outstanding amounts. | - Observation of the trend of receipts happening during the year in order to check against which invoices the receipts have happened during the year. |
| We identified this to be key audit matter as it involves high degree of auditor judgment in evaluating the audit evidence. | - On observation of the same, we concur with the managements view that the ageing of receivables received in the current year is around one-two years and the same trend is expected to continue in the future and accordingly provision for doubtful debts need not be provided for. |
| 3 Intangible Assets under development | Principal Audit Procedures Performed included the following: |
| Company has estimated the projected revenue based on its evaluation of targeted market share and determination of total costs associated with human resource required for solution developments. We identified the expenditure related to human resource involved in solution development have been capitalized in the FY 2024-25. | Our audit procedures related to the assessing the reliability of realization of project revenues shared by the management included the following, among others: |
| This required a high degree of auditor judgment in evaluating the audit evidence since this estimate has a high inherent uncertainty of realization of projected revenues. | We tested the effectiveness of controls relating to the capitalization of intangible assets under development. |
| We selected a sample of employees and evaluated their timesheets with the cost capitalized. | |
| We obtained the market study and other research conducted by the management and evaluated their source of such research. | |
| 4 Provision for compensated absences | Principal audit procedures performed included the following: |
| The Company has recorded a provision for compensated absences related to privilege leaves that employees carry forward to subsequent financial year. | We gained an understanding of the Companys process for calculating the provision for compensated absences. |
| The provision is based on the assumption that 50% of these carried-forward leaves will be taken by employees, based on an analysis of past trends. | We tested the accuracy and completeness of the data used in the provision calculation. |
| This estimation involves significant judgment and assumptions regarding future leave utilization patterns of employees, which could materially affect the standalone financial statements. | We reviewed the disclosures in the standalone financial statements related to the provision for compensated absences to ensure they were adequate and in accordance with relevant accounting standards. |
Information Other than the standalone financial statements and Auditors
Report Thereon
The Companys Board of Directors is responsible for the preparation and presentation of the other information. The other information comprises the information included in the Directors Report, including Annexures to the Directors Report, but does not include the standalone financial statements and our auditors 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 of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. The Directors report and the secretarial audit report are not made available to us as at the date of this auditors report. We have nothing to report in this regard.
Responsibility of Management for the standalone financial statements
The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these standalone 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 Companies (Accounting
Standards) Rules, 2021 specified under Section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of 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 judgements 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, management is responsible for assessing the Companys 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
Companys financial reporting process.
Auditors Responsibility 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 auditors 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 judgement and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the standalone financial a statements, whether due to fraud or error, design and perform audit procedures responsive to those in 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 the management.
Concludeontheappropriatenessofmanagements 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.
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone 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 standalone 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 standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors 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 (Auditors 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 the "Annexure A" to the Independent Auditors Report, 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, 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. c. The Balance Sheet, the Statement of Profit and Loss 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 Accounting Standards specified under
Section 133 of the Act, read with relevant rules, as amended; 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. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls as required under Clause (i) of Subsection 3 of section 143 of the Act, refer to our separate Report in "Annexure B". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls with reference to standalone financial statements. g. With respect to the other matters to be included in the Auditors 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 during the year is in accordance with the provisions of
Section 197 of the Act.
(B) With respect to the other matters to be includedintheAuditorsReportinaccordance with Rule 11 of the Companies (Audit and
Auditors) Rules, 2014, as amended, 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 29 b. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses. c. There is no amount 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 note 36 to the standalone financial statements, no funds 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(s) or entity(ies), including foreign entities ("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 note
36 to the standalone financial statements, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities ("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 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. e. The interim dividend for preference shares capital declared and paid by the Company during the year and until the date of this audit report is in accordance with Section 123 of the Act. f. Based on our examination which included test checks, except for the instances mentioned below, the Company has used accounting softwares for maintaining its books of account, which have a feature of recording audit trail (edit log) facility and the same has operated throughout the year 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 softwares used for maintaining the books of account relating to payroll process, property, plant, and equipment. ii. 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 softwares used for maintaining the books of account relating to inventory. Further, for the periods where the audit trail (edit log) facility was enabled and operated throughout the year for the respective accounting software, we did not come across any instance of the audit trail feature being tampered with as mentioned in note to the standalone financial statements.
"Annexure A" to the Independent Auditors Report
The Annexure referred to in our Independent Auditors Report to the members of the Company on the standalone Financial Statement for the year ended March 31, 2025 i. According to the information and explanations given to us and on the basis of our examination of the records of the Company, In respect of the Companys Property, Plant & Equipment and Intangible Assets: a) (i) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant & Equipment.
(ii) The Company has maintained proper records showing full particulars of Intangible Assets
(Computer Software). b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has a regular programme of physical verification of its Property, Plant and Equipment by which all property, plant and equipment are verified in a phased manner. In accordance with this programme, certain property, plant and equipment were verified during the year. No material discrepancies were noticed on such verification. c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has an immovable property which is the building and the same is recognised as investment property as per Accounting Standards 13, Accounting for Investments.
| Description of the Property | Gross Carrying Value as at 31st March 2025 ( in lakhs) | Carrying Value in the standalone financial statements as at 31st March 2025 ( in lakhs) | Held in the name of | Whether promoter, directors or their relative or employee | Period held - indicate range, where appropriate | Reason for not being held in the name of Company, also indicate if in dispute |
| Factory Building KSSIDC Complex, Electronic City, Bengaluru | 9.81 | 9.81 | Canarys Automations Limited (formerly known as Canarys Automations Private limited) | No | 30 years | Not applicable |
d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not revalued its Property, Plant & Equipment and intangible assets or both during the year. e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there are no proceedings that have been initiated or are pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988
(45 of 1988) and rules made thereunder. ii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, in respect of the Companys inventories or working capital: a) The inventory has been physically verified by the management in a phased and periodical manner. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and the nature of the business. As explained to us, no material discrepancies of more than 10% are noted on such verification. b) The Company has been sanctioned working capital limits in excess of five crore rupees, in aggregate, from banks or financial institutions during the year, amounting to 9.5 crore. Based on our audit procedures and according to the information and explanations given to us, the statements filed by the Company with such banks or financial institutions are in agreement with the books of account of the Company.
iii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, a) During the year, the Company has not provided loans, advances in the nature of loans, stood guarantees and provided securities to companies, firms, LLP or any other parties. b) Since Company has not granted any loans & advances to any other party including its subsidiaries and associate Company, or stood guaranteed reporting under paragraph 3(iii)(b)(c)(d)(e)(f) of the Order is not applicable to the Company. iv. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not granted any loans & advances to any other party including its subsidiaries and associate
Company, or stood guaranteed. Accordingly, reporting under paragraph 3(iv) of the Order is not applicable to the Company. v. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has neither accepted any deposits from the public, nor accepted any amounts which are deemed to be deposits within in the meaning of sections 73 to 76 of the Companies Act and the rules made thereon, to the extent applicable.
Accordingly, reporting under paragraph 3(v) of the Order is not applicable to the Company. vi. According to the information and explanations given to us, the Central Government has not prescribed the maintenance of cost records under section 148(1) of the Act, for business activities carried out by the Company.
Accordingly, reporting under paragraph 3(vi) of the Order is not applicable to the Company. vii. (a) .According to the information and explanations given to us and on the basis of our examination of the records of the
Company, in our opinion, the Company is generally regular in depositing the amounts deducted/ accrued in the books of account in respect of undisputed statutory dues including provident fund, income tax, GST and other material statutory dues with appropriate authorities during the year.
(b) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, there were no undisputed amounts payable in respect of provident fund, income tax, GST and other material statutory dues in arrears as at March 31, 2025 for the period of more than six months from the date they became payable except for the below:
| Name of Statue | Nature of Dues | Forum where dispute is pending | Period to which amount relates | Amount involved | Amount Unpaid |
| Income Tax | Sec. 195-TDS on non-resident payment | CIT Appeals | FY 2017-18 | 72,77,080 | 61,85,518 |
viii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not surrendered or disclosed any transactions, previously unrecorded in the books of account, in the tax assessments under the Income Tax Act, 1961, as income during the year. Accordingly, paragraph 3(viii) of the Order is not applicable to the Company. ix. (a) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company does not have any loans or other borrowings. Thus, reporting under paragraph 3(ix)(a) of the Order is not applicable.
(b) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company has not been declared willful defaulter by any bank or financial institution or government or any government authority.
(c) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company has not taken any term loan during the year, and there are no outstanding term loans at the beginning of the year and hence, reporting under paragraph 3(ix)(c) of the Order is not applicable.
(d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, on an overall examination of the standalone financial statements of the
Company, no funds raised on a short-term basis have been utilised for the long-term purposes of the Company.
(e) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries or joint ventures. Accordingly, reporting under paragraph 3(ix)(e) of the order is not applicable.
(f) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company has not raised loans during the year on the pledge of securities held in its subsidiaries or joint ventures. Accordingly, reporting under clause 3(ix)(f) of the order is not applicable. x. a) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company has not raised any moneys by way of initial public offer or further public offer. Accordingly, reporting under paragraph 3(x)(a) of the order is not applicable. b) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has made preferential allotment of share warrants during the current year requirements of section 42 and section 62 of The Companies
Act, 2013 have been complied with and the funds raised have been used for the purposes for which the funds were raised.
xi. According to the information and explanations given to us and on the basis of our examination of the records of the Company, based on the test checks conducted by us and carried out in accordance with the generally accepted auditing procedures: a) No material fraud by the Company or on the Company has been noticed or reported during the year. b) No Report under sub-section (12) of section
143 of the 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 during the year. c) The Company has not received any whistle blower complaints during the year.
Accordingly, reporting under paragraph
3(xi)(c) of the Order is not applicable to the Company. xii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company is not a Nidhi Company as per the provisions of
Companies Act, 2013. Accordingly, paragraph 3(xii)(a), (b)& (c) of the Order is not applicable to the Company. xiii. According to the information and explanations given to us by the management, and based on our examination of the records of the Company: a) Provisions of sections 177 of the Act are not applicable to the Company during the period under audit. b) The Company has complied with the provisions of section 188 of the Act, wherever applicable, for transactions with the related parties. c) Details of related party transactions have been disclosed in the standalone financial statements required by the applicable Accounting Standards in the standalone financial statements. xiv. a) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, in our opinion, the Company has an adequate internal audit system commensurate with the size and nature of its business. b) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, we have considered, the internal audit reports for the year under audit, issued to the Company during the year, in determining the nature, timing and extent of our audit procedures. xv. According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with Directors or Persons connected with him. Accordingly, paragraph 3(xv) of the Order is not applicable to the Company. xvi. a) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act 1934. Accordingly, paragraph 3(xvi)(a) of the Order is not applicable to the Company. b) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, paragraph 3(xvi)(b) of the Order is not applicable to the Company. c) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company is a not a Core
Investment Company (CIC) as defined in the regulations made by the Reserve Bank of
India. Accordingly, paragraph 3(xvi)(c) of the Order is not applicable to the Company. d) According to the information and explanations given to us and on the basis of our examination of the records of the
Company, the Company is not part of
"Companies in the Group" as defined in the Core Investment Companies (Reserve
Bank) Directions. Accordingly, reporting under paragraph 3(xvi)(d) of the Order is not applicable to the Company. xvii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not incurred cash losses during the current financial year and in the immediately preceding financial year. xviii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, there has been no resignation of the statutory auditors during the year. xix. According to the information and explanations given to us and on the basis of our examination of the records of the Company, on the basis of the financial ratios (note 41) to the standalone financial statements), ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the standalone financial statements and our knowledge of the Board of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date.
We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due. xx. According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no unspent amount which is required to be transferred either to a fund or a special account as specified in section 135 of the Act. Accordingly, reporting under clause 3(xx)(a) & (b) of the Order is not applicable. xxi. According to the information and explanations given to us, and based on the auditors report of the joint venture included in the consolidated financial statements of the Company, there have been no qualifications or adverse remarks reported by the auditor in the CARO report of the
Indian joint venture for the year ended March
31, 2025.
The consolidated financial statements also include financial information of two foreign subsidiaries which are unaudited, as the statutory audits of those entities are conducted for different reporting periods as per the local laws of the respective jurisdictions. Accordingly, reporting under clause 3(xxi) of the Order in respect of these entities is not applicable.
"Annexure B" to the Independent Auditors Report
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")
We have audited the internal financial controls over financial reporting of Canarys Automations Limited (formerly known as Canarys Automations Private limited) (the Company) as of March 31, 2025, in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Managements responsibility for internal financial controls
The Companys management and Board of Directors 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 (the Guidance Note) issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controlsthatwereoperatingeffectivelyforensuringthe orderly and efficient conduct of its business, including adherence to Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation and presentation of reliable financial information, as required under the Companies Act, 2013. (the Act.).
Auditors responsibility
Our responsibility is to express an opinion on the Companys 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 (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. 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 was 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. Our audit of internal financial controls over financial reporting included 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 auditors judgment, including the assessment of the risks of material misstatement of the standalone financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system over financial reporting.
Meaning of internal financial controls over financial reporting
A companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of standalone financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Companys assets that could have a material effect on the standalone financial statements.
Inherent Limitations of internal financial controls over financial reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, based on the test checks conducted by us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 2025, 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 the ICAI.
for SURESH & CO. |
| Chartered Accountants |
| Firm Registration No.: 004255S |
Udupi Vikram |
| Partner |
| Membership No.: 227984 |
| Bengaluru |
| 29 May 2025 |
| UDIN: 25227984BMJAQQ3217 |
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