To the Members of Dodla Dairy
Limited
Report on the Audit of
the Standalone Financial Statements
We have audited the standalone financial
statements of Dodla Dairy Limited ("the Company"), which comprise the Balance
sheet as at March 31,2025, the Statement of Profit and Loss, including the statement of
Other Comprehensive Income, the Cash Flow Statement and the Statement of Changes in Equity
for the year then ended, and notes to the standalone financial statements, including a
summary of material accounting policies and other explanatory information.
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, as amended
("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 including other comprehensive
loss, its cash flows and the changes in equity for the year ended on that date.
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 Act and the Rules
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 we have
obtained is sufficient and appropriate to provide a basis for our audit opinion on the
standalone financial statements.
Key audit matters are those matters that, in
our professional judgment, were of most significance in our audit of the standalone
financial statements for the financial year ended March 31, 2025. 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. For each matter below, our description of how our audit addressed the matter is
provided in that context.
We have determined the matter described below
to be the key audit matters to be communicated in our report. We have fulfilled the
responsibilities described in the Auditors responsibilities for the audit
of the standalone financial statements section of our report, including in relation to
this matter. Accordingly, our audit included the performance of procedures designed to
respond to our assessment of the risks of material misstatement of the standalone
financial statements. The results of our audit procedures, including the procedures
performed to address the matter below, provide the basis for our audit opinion on the
accompanying standalone financial statements.
The Companys Board of Directors is
responsible for the other information. The other information comprises the information
included in the Annual 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 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 are required to report that fact. We have
nothing to report in this regard.
RESPONSIBILITIES OF MANAGEMENT AND THOSE
CHARGED WITH GOVERNANCE 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 of these standalone financial statements that give a true and fair view of the
financial position, financial performance including other comprehensive loss, cash flows
and changes in equity of the Company in accordance with the accounting principles
generally accepted in India, including the Indian Accounting Standards (Ind AS) specified
under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules,
2015, as amended. This responsibility also includes maintenance of adequate accounting
records in accordance with the provisions 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
Key audit matters |
How our audit addressed the key
audit matter |
Impairment of Goodwill
recognised (as described in note 3(d) and note 6 of the standalone financial statements) |
|
The carrying value of Goodwill
aggregates to Rs. 433.37 million as at March 31, 2025. Goodwill is annually tested for
impairment. The Company performs such assessment of Goodwill for each cash generating unit
(CGU) to identify any indicators of impairment. |
Our audit procedures included and
were not limited to the following: |
Assessed the
appropriateness of accounting policy for impairment testing of goodwill with the relevant
accounting standards. |
|
Evaluated the design and
implementation of key internal financial controls of the Company with respect to the
impairment assessment of Goodwill and tested operating effectiveness of such controls. |
|
The recoverable amount of the
CGUs which is based on the higher of the value in use or fair value less costs to sell,
has been determined using discounted cash flow models. These models use several key
assumptions, including estimates of future sales volumes, prices, operational costs,
capex, terminal value growth rates and the discount rate. |
Gained an understanding of
and evaluated the methodology used by management to prepare its cash flow forecasts and
the appropriateness of the assumptions applied. In making this assessment, we also
evaluated the competence, professional qualification and objectivity of Companys personnel involved in the
process. |
Tested budgeting procedures
upon which the cash flow forecasts were based. We have also compared the actual past
performances with the budgeted figures. |
|
Considering the inherent
uncertainty, complexity and judgment involved and the significance of the value of the
asset, impairment assessment of Goodwill has been considered as a key audit matter. |
Involved our internal
subject matter specialists to evaluate the appropriateness of key assumptions, key
estimates and methodology used by the Company, in particular, those relating to the
forecast of the discount rate and terminal growth rate etc. |
Performed sensitivity
analysis of the key assumptions (growth rates, sales forecast, etc.) used to determine
which changes to assumptions would change the outcome of impairment assessment; |
|
Tested the arithmetical
accuracy of the models. |
|
Assessed the adequacy of
the disclosures in the standalone financial statements. |
prudent; and the 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.
Those Board of Directors are also responsible
for overseeing the Companys financial reporting process.
AUDITORS
RESPONSIBILITIES 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, I 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 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 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 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 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 for the financial year ended March 31, 2025
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
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 1" a statement on the
matters specified in paragraphs 3 and 4 of the Order.
2.
As required by Section 143(3) of the Act, we report, to the
extent applicable, 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 except for the matters stated in the paragraph 2 (i) (vi) below
on reporting under Rule 11 (g);
(c) The Balance Sheet, the Statement of Profit
and Loss including the Statement of Other Comprehensive Income, the Cash Flow Statement
and Statement of Changes in Equity 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 Companies (Indian Accounting Standards) Rules,
2015, 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 with reference to these standalone financial
statements and the operating effectiveness of such controls, refer to our separate Report
in "Annexure 2" to this report;
(g)
In our opinion, the
managerial remuneration for the year ended March 31, 2025 has been paid by the Company to
its directors in accordance with the provisions of section 197 read with Schedule V to the
Act;
(h)
The modification relating to
the maintenance of accounts and other matters connected therewith are as stated in
paragraph (b) above on reporting
under Section 143(3)(b) and paragraph 2 (i)
(vi) below on reporting under Rule 11 (g).
(i)
With respect to the other matters to be included in the
Auditors Report in accordance 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:
i.
The Company has
disclosed the impact of pending litigations on its financial position in its standalone
financial statements Refer note 40 to the standalone financia statements;
ii.
The Company did not
have any long-term contracts including derivative contracts for which there were any
material foreseeable
losses;
ii. 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, as disclosed in the note 53 to
1 the standalone financial statements, no funds have been advanced or loaned or in vested
(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 entities (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, as disclosed in
the note 53 to thestandalone financial statements, no funds have been received by the
Company from any person or entity, 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 on behalf of the
Ultimate Beneficiaries; and
c) Based on such audit procedures performed
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 subclause
(a) and (b) contain any material misstatement.
v.
The interim dividend 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.
As stated in note 51 to the standalone
financial statements, the Board of Directors of the Company have proposed final dividend
for the year which is subject to the approval of the members at the ensuing Annual General
Meeting. The dividend declared is in accordance with section 123 of the Act to the extent
it applies to declaration of dividend.
vi. Based on our examination which included
test checks, the Company has used accounting
software for maintaining its books of account
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 except for
direct changes to data made using certain access rights in the accounting software, where
the audit trail feature is only enabled from March 03, 2025 to March 31, 2025 as described
in note 50 to the financial statements. Further, during the course of our audit we did not
come across any instance of audit trail feature being tampered with. Additionally, the
audit trail of prior years has been preserved by the Company as per the statutory
requirements for record retention to the extent it was enabled and recorded in the
respective years.
For S.R. Batliboi & Associates LLP
Chartered Accountants ICAI Firm Registration
Number: 101049W/E300004
per Mitesh K Parikh
Partner
Place of Signature:
Membership
Number: 225333
Hyderabad
Date: May 19, 2025
UDIN:
25225333BMLXLP1038
ANNEXURE 1 referred to in paragraph under the
heading "Report on other legal and regulatory
requirements" of our report of even date
Re: Dodla Dairy Limited (the Company")
In terms of the information and explanations
sought by us and given by the Company and the books of account and records examined by us
in the normal course of audit and to the best of our knowledge and belief, we state that:
(i)
a) A. The Company has
maintained proper
records showing full particulars, including
quantitative details and situation of Property, Plant and Equipment.
B.
The
Company has maintained proper records showing full particulars of intangibles assets.
b)
Property,
Plant and Equipment have been physically verified by the management during the year and no
material discrepancies were identified on such verification.
c)
The
title deeds of all the immovable properties (other than properties where the Company is
the lessee and the lease agreements are duly executed in favour of the lessee) are held in
the name of the Company.
d)
The
Company has not revalued its Property, Plant and Equipment (including Right of use assets)
or intangible assets during the year ended March 31,2025.
e)
There
are no proceedings initiated or are pending against the Company for holding any benami
property under the Prohibition of Benami Property Transactions Act, 1988 and rules made
thereunder.
(ii)
a) Physical verification of
inventory has been
conducted at reasonable intervals during the
year by management (except goods- in-transit). In our opinion, the coverage and procedure
of such verification by the management is appropriate. There were no discrepancies of 10%
or more noticed, in the aggregate for each class of inventory.
b) As disclosed in note 45 to the financial
statements, the Company has been sanctioned working capital limits in excess of Rs. five
crores in aggregate from banks and financial institutions during the year on the basis of
security of current assets of the Company. Based on the records examined by us in the
normal course of audit of the financial statements, the quarterly returns/ statements
filed by the Company with
such banks and financial institutions are in
agreement with the audited books of accounts of the Company.
(iii) a) During the year, the Company has
provided loans and stood guarantee to subsidiary as given below:
Particulars |
Guarantee |
Loan |
Aggregate amount granted
during the year |
||
- Orgafeed Private Limited |
Nil |
Rs. 12.50
million |
Balance outstanding as at
balance sheet date in |
||
respect of above cases |
||
- Orgafeed Private Limited |
Rs. 300 million |
Rs. 286.24 million |
b)
During the year, the terms and
conditions of the grant of loans to subsidiary by the Company are not prejudicial to the
Companys interest. During the year, the
Company has not made investments, provided guarantees, provided security and granted
advances in the nature of loans to companies, firms, Limited Liability Partnerships or any
other parties.
<¦
c)
The Company has granted loans during the
year to subsidiary where the schedule of repayment of principal and payment of interest
has been stipulated and the repayment or receipts are regular.
The Company has not granted advances in the
nature of loans to companies, firms, Limited Liability Partnerships or any other parties.
d)
There are no amounts of loans and
advances in the nature of loans granted to companies, firms, limited liability
partnerships or any other parties which are overdue for more than ninety days.
e)
There were no loans or advance in the
nature of loan granted to companies, firms, Limited Liability Partnerships or any other
parties which was fallen due during the year, that have been renewed or extended or fresh
loans granted to settle the overdues of existing loans given to the same parties.
f)
The Company has not granted any
loans or advances in the nature of loans, either repayable on demand or without specifying
any terms or period of repayment to companies, firms, Limited Liability Partnerships or
any other parties. Accordingly, the requirement to report on clause 3(iii)(f) of the Order
is not applicable to the Company.
Name of the statute |
Nature of dues |
Amount |
Amount paid under protest |
Period to which the amount relates |
Forum where dispute is pending |
Income tax Act, 1961 |
Tax and interest thereon |
1.68 |
0.69 |
AY 08-09 |
Deputy Commissioner of Income- tax |
Income tax Act, 1961 |
Tax and interest thereon |
6.42 |
6.42 |
AY 11-12 |
Commissioner of Income-tax
(Appeals) |
Income tax Act, 1961 |
32.38 |
32.38 |
AY 12-13 |
Assessing officer |
|
Income tax Act, 1961 |
Tax and interest thereon |
25.36 |
25.36 |
AY 13-14 |
Assessing officer |
Income tax Act, 1961 |
Tax and interest thereon |
9.25 |
9.25 |
AY 14-15 |
Assessing officer |
Income tax Act, 1961 |
Tax and interest thereon |
30.99 |
- |
AY 15-16 |
Supreme Court |
Income tax Act, 1961 |
Tax and interest thereon |
59.65 |
- |
AY 16-17 |
Assessing officer |
Income tax Act, 1961 |
Tax and interest thereon |
51.57 |
- |
AY 17-18 |
Assessing officer |
Income tax Act, 1961 |
Tax and interest thereon |
71.33 |
- |
AY 18-19 |
Income Tax Appellate Tribunal |
Income tax Act, 1961 |
Tax and interest thereon |
1.51 |
- |
AY 20-21 |
Assessing officer |
Income tax Act, 1961 |
Tax and interest thereon |
160.23 |
- |
AY 21-22 |
Income Tax Appellate Tribunal |
Income tax Act, 1961 |
Tax and interest thereon |
0.57 |
- |
AY 22-23 |
Commissioner of Income Tax
(appeals) |
Name of the statute |
Nature of dues |
Amount |
Amount paid under protest |
Period to which the amount relates |
Forum where dispute is pending |
Customs Act, 1962 |
Custom duty and penalty thereon |
3.79 |
0.10 |
Financial year 2015-16 |
Appellate Authority, Mumbai |
Goods and Services Tax Act,
2017 |
Goods and Services Tax |
7.30 |
7.30 |
July 2017 to March 2020 |
Additional Commissioner (Appeals),
Karnataka |
Goods and Services Tax Act,
2017 |
Goods and Services Tax |
7.50 |
7.50 |
April 2020 to October 2021 |
Additional Commissioner (Appeals),
Karnataka |
Goods and Services Tax Act,
2017 |
Goods and Services Tax |
2.86 |
2.86 |
July 2017 to December 2021 |
Joint Commissioner of Central Tax
(Appeals) |
TS Agricultural (Produce and
Livestock) Act, 1966 |
Agriculture Cess |
1.44 |
April 2018 to March 2021 |
Regional Vigilence Officer, Agri
Market Committee, Choutuppal |
(iv)
There are no loans, investments,
guarantees, and security in respect of which provisions of sections 185 of the Companies
Act, 2013 are applicable and accordingly, the requirement to report on clause 3(iv) of the
Order is not applicable to the Company. Further, according to the information and
explanations given to us, provisions of sections 186 of the Companies Act, 2013 in respect
of loans, investments and, guarantees, and security have been complied with by the
Company.
(v)
The Company has neither accepted
any deposits from the public nor accepted any amounts which are deemed to be deposits
within the meaning of sections 73 to 76 of the Companies Act and the rules made
thereunder, to the extent applicable. Accordingly, the requirement to report on clause
3(v) of the Order is not applicable to the Company.
(vi)
We have broadly reviewed the books
of account maintained by the Company pursuant to the rules made by the Central Government
for the maintenance
of cost records under section 148(1) of the
Companies Act, 2013, related to the manufacture of milk powder, and are of the opinion
that prima facie, the specified accounts and records have been made and maintained. We
have not, however, made a detailed examination of the same.
(vii)
a) The Company is regular in depositing with
appropriate authorities undisputed statutory dues including goods and services tax,
provident fund, employees state insurance, income-tax,
duty of customs, duty of excise, value added tax, cess and other statutory dues applicable
to it. According to the information and explanations given to us and based on audit
procedures performed by us, no undisputed amounts payable in respect of these statutory
dues were outstanding, at the year end, for a period of more than six months from the date
they became payable.
b) The dues of goods and services tax,
provident fund, employees state insurance, income-tax,
duty of custom, value added tax, cess, and other statutory dues have not been deposited on
account of any dispute, are as follows:
(Rs. in mn)
(viii) The Company has not
surrendered or disclosed any transaction, previously unrecorded in the books of account,
in the tax assessments under the Income Tax Act, 1961 as income during the year.
Accordingly, the requirement to report on clause 3(viii) of the Order is not applicable to
the Company.
(ix)
a) The Company did not have any
outstanding loans
or borrowings or interest thereon due to any
lender during the year. Accordingly, the requirement to report on clause ix(a) of the
Order is not applicable to the Company.
b)
The
Company has not been declared wilful defaulter by any bank or financial institution or
government or any government authority.
c)
The
Company did not have any term loans outstanding during the year hence, the requirement to
report on clause (ix)(c) of the Order is not applicable to the Company.
d)
The
Company did not raise any funds during the year hence, the requirement to report on clause
(ix) (d) of the Order is not applicable to the Company.
e)
On
an overall examination of the financial statements 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, 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. Hence, the
requirement to report on clause (ix)(f) of the
Order is not applicable to the Company.
(x)
a) The Company has not raised any money during
the year by way of initial public offer/further
18 public offer (including debt instruments) hence, the requirement to report on clause
3(x)(a) of the Order is not applicable to the Company.
b) The Company has not made any preferential
allotment or private placement of shares/fully or partially or optionally convertible
debentures during the year under audit and hence, the requirement to report on clause
3(x)(b) of the Order is not applicable to the Company.
(xi)
a) No material fraud by the Company or no material
fraud on the Company has been noticed or
reported during the year.
b)
During
the year, no report under sub-section (12) of section 143 of the Companies Act, 2013 has
been filed by us in Form ADT - 4 as prescribed under Rule 13 of Companies (Audit and
Auditors)
Rules, 2014 with the Central Government.
c)
As
represented to us by the management, there are no whistle blower complaints received by
the Company during the year.
(xii)
a) The Company is not a nidhi company as per the
provisions of the Companies Act, 2013.
Therefore, the requirement to report on clause 3(xii)(a) of the Order is not applicable to
the Company.
b)
The Company is not a
nidhi company as per the provisions of the Companies Act, 2013. Therefore, the requirement
to report on clause 3(xii)(b) of the Order is not applicable to the Company.
c)
The Company is not a
nidhi company as per the provisions of the Companies Act, 2013. Therefore, the requirement
to report on clause 3(xii)(c) of the Order is not applicable to the Company.
(xiii) Transactions with the
related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where
applicable and the details have been disclosed in the notes to the financial statements,
as required by the applicable accounting standards.
(xiv)
a) The Company has an internal audit system
commensurate with the size and nature of its
business.
b) The internal audit reports of the Company
issued till the date of the audit report, for the period under audit have been considered
by us.
(xv)
The Company has not entered into any non-cash transactions with its
directors or persons connected with its directors and hence requirement to report on
clause 3(xv) of the Order is not applicable to the Company.
(xvi)
a) The provisions of section 45-1A of the Reserve
Bank of India Act, 1934 (2 of 1934) are not
applicable to the Company. Accordingly, the requirement to report on clause (xvi)(a) of
the Order is not applicable to the Company.
b)
The Company is not
engaged in any Non- Banking Financial or Housing Finance activities. Accordingly, the
requirement to report on clause 3(xvi)(b) of the Order is not applicable to the Company.
c)
The Company is not a
Core Investment Company as defined in the regulations made by Reserve Bank of India.
Accordingly, the requirement to report on clause 3(xvi) of the Order is not applicable to
the Company.
d)
There is no Core
Investment Company as a part of the Group, hence, the requirement to report on clause
3(xvi)(d) of the Order is not applicable to the Company. (xvii)The Company has not
incurred cash losses in the current year and in the immediately preceding financial year.
(xviii) There has been no resignation of the
statutory auditors during the year and accordingly requirement to report on Clause
3(xviii) of the Order is not applicable to the Company.
(xix)
On the basis of the financial ratios disclosed in note 52 to the financial
statements, ageing and expected dates of realisation of financial assets and payment of
financial liabilities, other information accompanying the financial statements, 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 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)
a) In respect of other than ongoing projects,
there are no unspent amounts that are required
to be transferred to a fund specified in Schedule VII of the Companies Act (the Act), in
compliance with second proviso to sub section 5 of section 135 of the Act. This matter has
been disclosed in note 36 to the financial statements.
b) All amounts that are unspent under section
(5) of section 135 of Compan les Act, pursuant to any ongoing project, has been
transferred to special account in compliance of with provisions of sub section (6) of
section 135 of the said Act. This matter has been disclosed in note 36 to the financial
statements.
For S.R. Batliboi & Associates LLP
Chartered Accountants ICAI Firm Registration
Number: 101049W/E300004
per Mitesh K Parikh
Partner
Place of Signature:
Membership
Number: 225333
Hyderabad
Date: May 19, 2025
UDIN:
25225333BMLXLP1038
ANNEXURE 2 to the Independent Auditors report
of even date on the standalone financial statements of Dodla Dairy Limited
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
with reference to standalone financial statements of Dodla Dairy 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 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 the Institute of Chartered Accountants of
India ("ICAI"). These responsibilities include the design, implementation and
maintenance of adeguate internal financial controls that were operating effectively for
ensuring the orderly and efficient conduct of its business, including adherence to the
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 of reliable financial information, as required under the Companies Act, 2013.
Our responsibility is to express an opinion on
the Companys internal financial controls with reference to these standalone financial
statements 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, as specified under section 143(10) of the Act,
to the extent applicable to an audit of internal financial controls, both issued by ICAI.
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 with reference to these standalone financial statements 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 with reference
to these standalone financial statements and their operating effectiveness. Our audit of
internal financial controls with reference to standalone financial statements included
obtaining an understanding of internal financial controls with reference to these
standalone financial statements, 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 judgement, including
the assessment of the risks of material misstatement of the 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 with reference to these standalone financial
statements.
MEANING OF INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO THESE STANDALONE FINANCIAL STATEMENTS
A companys internal financial controls with
reference to standalone financial statements is a process designed to provide reasonable
assurance regarding the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance with generally accepted
accounting principles. A companys internal financial controls with reference to
standalone financial statements 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 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 financial statements.
INHERENT LIMITATIONS OF INTERNAL FINANCIAL
CONTROLS WITH REFERENCE TO STANDALONE FINANCIAL STATEMENTS
Because of the inherent limitations of internal
financial controls with reference to standalone financial statements, 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 with reference to standalone financial
statements to future periods are subject to the risk that the internal financial control
with reference to standalone financial statements may become inadequate because of changes
in conditions, or that the degree of compliance with the policies or procedures may
deteriorate.
In our opinion, the Company has, in all
material respects, adequate internal financial controls with reference to standalone
financial statements and such internal financial controls with reference to standalone
financial statements were operating effectively as at March 31,2025, 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 S.R. Batliboi & Associates
LLP
Chartered Accountants ICAI Firm Registration
Number: 101049W/E300004
Partner
Place of Signature:
Membership
Number: 225333
Hyderabad
Date: May 19, 2025
UDIN:
25225333BMLXLP1038
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