To,
The Board of Directors
Elfin Agro India Limited
F - 250-251-252-253, RIICO Growth Centre,
Swaroopganj, Hamirgarh, Bhilwara-311025
Dear Sir/Madam,
1. We, M/s Deepak Agal and Company, Chartered Accountants ("we" or "us") have examined the attached Restated Financial Information of Elfin Agro India Limited (hereinafter referred to as the "Company" or the "Issuer") comprising the Restated Statement of Assets and Liabilities for the Financial Years ended on March 31, 2025, 2024 and 2023, the Restated Statements of Profit and Loss and the Restated Cash Flow Statement for Financial Years ended on March 31, 2025, 2024 and 2023, the Summary Statement of Significant Accounting Policies, and other explanatory information (collectively, the "Restated Financial Information"), as approved by the Board of Directors of the Company at their meeting held on 27/09/2025 for the purpose of inclusion in the Draft Prospectus/ Prospectus prepared by the Company in connection with its proposed Initial Public Offer of equity shares at the SME Platform ("SME IPO" or "IPO").
2. These restated Summary Statement have been prepared in terms of the requirements of:
a) Section 26 of Part I of Chapter III of the Companies Act, 2013 (the "Act")
b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended ("ICDR Regulations"); and
c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended from time to time (the "Guidance Note").
3. The Companys Board of Directors is responsible for the preparation of the Restated Financial Information for the purpose of inclusion in the Draft Prospectus/Prospectus to be filed with Securities and Exchange Board of India ("SEBI"), Registrar of Companies (Rajasthan), and the relevant stock exchange in connection with the proposed SME IPO. The Restated Financial Information have been prepared by the management of the Company on the basis of preparation stated in Annexure IV & V to the Restated Financial Information. The Board of Directors of the Company responsibility includes designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Financial Information. The Board of Directors are also responsible for identifying and ensuring that the Company complies with the Act, ICDR Regulations and the Guidance Note.
4. We have examined such Restated Financial Information taking into consideration:
a) The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter dated August 5, 2025 in connection with the proposed IPO of equity shares of the Issuer;
b) The Guidance Note. The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI;
c) The Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Financial Information; and
d) The requirements of Section 26 of the Act and the ICDR Regulations. Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR Regulations and the Guidance Note in connection with the IPO.
ELFIN
Draft Prospectus agdoi n d i a l i vi i t e d
5. These Restated Financial Information have been compiled by the management from the Audited Financial Statements of the Company for the Financial Years ended on March 31, 2025, 2024 and 2023, which has been approved by the Board of Directors.
a) The Audited Financial Statements of the Company for the Financial Year ended on March 31, 2025 prepared by the company in accordance with the Accounting Standards (Indian GAAP) as prescribed under Section 133 of the Act read with Companies (Accounting Standards) Rules 2021, as amended, and other accounting principles generally accepted in India. We have issued our report dated 01/09/2025 on this audited financial statement which have been approved by the Board of Directors at their meeting held on 01/09/2025
b) Audited financial statements of the Company for the Financial Years ended on March 31, 2024 prepared in accordance with the Accounting Standards (Indian GAAP) as prescribed under Section 133 of the Act read with Companies (Accounting Standards) Rules 2021, as amended, and other accounting principles generally accepted in India. We have issued our report dated September 09, 2024 on this audited financial statement which have been approved by the Board of Directors at their meeting held on September 09, 2024.
c) Audited financial statements of the Company for the Financial Years ended on March 31, 2023 prepared in accordance with the Accounting Standards (Indian GAAP) as prescribed under Section 133 of the Act read with Companies (Accounting Standards) Rules 2021, as amended, and other accounting principles generally accepted in India. which have been approved by the Board of Directors at their meeting held on September 6, 2023 and Audited by M/s. Priya Choudhary & Associates LLP. Chartered Accountants (the "Previous Auditors") vide their Audit report dated September 6, 2023.
6. For the purpose of our examination, we have relied on:
a) Auditors reports issued by us dated 01/09/2025 for the year ended on March 31, 2025 as referred in Paragraph 5(a) above.
b) Auditors reports issued by us dated 09/09/2024 for the year ended on March 31, 2024 as referred in Paragraph 5(b) above.
c) Auditors Report issued by previous auditor, M/s. Priya Choudhary & Associates LLP., Chartered Accountants dated September 6, 2023 on the financial statements of the company for the Financial Years ended on March 31, 2023.
The audit for the financial years ended on March 31, 2023 was conducted by the Companys previous auditors, M/s Priya Choudhary & Associates LLP. Chartered Accountants (the "Previous Auditors"), and accordingly reliance has been placed on the restated statement of assets and liabilities and the restated statements of profit and loss, and cash flow statements, the Summary Statement of Material Accounting Policies, and other Notes examined by them for the said year (collectively, the "2023 Restated Financial Information") examined by them for the said year. The examination report included for the said year is based solely on the report submitted by the Previous Auditor. The examination report included for the said year is based solely on the report submitted by the Previous Auditor. Our opinion on the financial statements were not modified in respect of these matters.
7. Based on our examination and according to the information and explanations given to us, we report that:
a) The "Restated Summary Statement of Assets and Liabilities" as set out in Annexure I to this report, of the Company as at March 31, 2025, March 31, 2024 and March 31, 2023 are prepared by the Company and approved by the Board of Directors. These Restated summary Statement of Assets and Liabilities, have been arrived at after making such adjustments and regroupings to the individual financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Accounts as set out in Annexure IV & Annexure V to this Report.
ELFIN AGRO INDIA LIMITED
Page 191 326
b) The "Restated Summary Statement of Profit and Loss" as set out in Annexure II to this report, of the Company for the Financial Years ended on March 31, 2025, March 31, 2024 and March 31, 2023 are prepared by the Company and approved by the Board of Directors. These Restated summary Statement of Profit and Loss have been arrived at after making such adjustments and regroupings to the individual financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Accounts as set out in Annexure IV and Annexure V to this Report.
c) The "Restated Summary Statement of Cash Flow" as set out in Annexure III to this report, of the Company for the Financial Years ended on March 31, 2025, March 31, 2024 and March 31, 2023 are prepared by the Company and approved by the Board of Directors. These Restated summary Statement of Cash Flow have been arrived at after making such adjustments and regroupings to the individual financial statements of the Company, as in our opinion were appropriate and more fully described in Significant Accounting Policies and Notes to Accounts as set out in Annexure IV and Annexure V to this Report.
d) The Restated Summary Statement have been prepared in accordance with the Act, ICDR Regulations and the Guidance Note.
e) The Restated Summary Statements have been made after incorporating adjustments for the changes in accounting policies retrospectively in respective financial period/years to reflect the same accounting treatment as per the changed accounting policy for all reporting periods, if any;
f) The Restated Summary Statements have been made after incorporating adjustments for prior period and other material amounts in the respective financial years/period to which they relate, if any and there are no qualifications which require adjustments;
g) There are no extra-ordinary items that needs to be disclosed separately in the accounts other than those already disclosed.
h) There were no qualifications in the Audit Reports issued by the Statutory Auditors for the financial years ended on March 31, 2025, March 31, 2024 and March 31, 2023 which would require adjustments in this Restated Financial Statements of the Company;
i) Profits and losses have been arrived at after charging all expenses including depreciation and after making such adjustments/restatements and regroupings as in our opinion are appropriate and are to be read in accordance with the Significant Accounting Polices and Notes to Accounts as set out in Annexure IV and Annexure V to this report;
j) Adjustments in Restated Summary Statements have been made in accordance with the correct accounting policies, which includes the impact of provision of gratuity made on actuarial valuation basis in the Restated Summary Statements;
k) There was no change in accounting policies, which needs to be adjusted in the Restated Summary Statements except as mentioned in Clause (f) above.
l) There are no revaluation reserves, which need to be disclosed separately in the Restated Financial Statements;
m) the company has not proposed any dividend in past effective for the said period.
8. We have also examined the following other financial information relating to the Company prepared by the Management and as approved by the Board of Directors of the Company and annexed to this report relating to the Company for the financial years ended on March 31, 2025, March 31, 2024 and March 31, 2023 proposed to be included in the Draft Prospectus/Prospectus.
Annexure No. |
Particulars |
I |
Restated Statement of Assets & Liabilities |
I.1 |
Restated Statement of Share Capital |
I.2 |
Restated Statement of Reserves & Surplus |
I.3 |
Restated Statement of Long-Term Borrowings |
I.4 |
Restated Statement of Deferred Tax Liabilities/Assets |
1.5 |
Restated Statement of Other Long-Term Liabilities |
I.6 |
Restated Statement of Long-Term Provisions |
I.7 |
Restated Statement of Short-Term Borrowings |
I.8 |
Restated Statement of Current Maturity of Long-Term Borrowings |
I.9 |
Restated Statement of Trade Payables |
I.10 |
Restated Statement of Other Current Liabilities |
I.11 |
Restated Statement of Short-Term Provisions |
I.12 |
Restated Statement of Property, Plant and Equipment and Intangible Assets |
I.13 |
Restated Statement of Non-Current Investment |
I.14 |
Restated Statement of Long-Term Loans and Advances |
I.15 |
Restated Statement of Other Non-current Assets |
I.16 |
Restated Statement of Current Investments |
I.17 |
Restated Statement of Inventories |
I.18 |
Restated Statement of Trade Receivables |
I.19 |
Restated Statement of Cash & Cash Equivalent |
I.20 |
Restated Statement of Short-Term Loans and advances |
I.21 |
Restated Statement of Other Current Assets |
II |
Restated Statement of Profit & Loos |
II.1 |
Restated Statement of Revenue from Operations |
II.2 |
Restated Statement of Other Income |
II.3 |
Restated Statement of Cost of Material Consumed |
II.4 |
Restated Statement of Purchase of Stock-in-Trade |
II.5 |
Restated Statement of Changes in Inventories |
II.6 |
Restated Statement of Employees Benefit Expenses |
II.7 |
Restated Statement of Other Expenses |
II.8 |
Restated Statement of Financial Charges |
II.9 |
Restated Statement of Provision for Taxation |
II.10 |
Restated Statement of EPS |
Other Annexures: |
|
III |
Cash Flow Statement |
IV |
Statement of Significant Accounting Policies |
V |
Notes to the Re-stated Financial Statements |
VI |
Statement of Accounting & Other Ratios, As Restated |
VII |
Statement of Capitalization, As Restated |
VIII |
Statement of Tax Shelter, As Restated |
IX |
Statement of Related Parties & Transactions |
X |
Statement of Dividends |
9. We, M/s. Deepak Agal and Company, Chartered Accountants have been subjected to the peer review process of the
Institute of Chartered Accountants of India ("ICAI") and hold a valid peer review certificate (bearing number 016876) - issued by the "Peer Review Board" of the ICAI which is valid till May 31, 2027.
10. The Restated Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the Audited Financial Statements mentioned in paragraph 5 above
11. This report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by us, nor should this report be construed as a new opinion on any of the financial statements referred to herein.
12. We have no responsibility to update our report for events and circumstances occurring after the date of the report.
13. Our report is intended solely for use of the Board of Directors for inclusion in the Draft Prospectus / Prospectus to be filed with Securities and Exchange Board of India, the stock exchanges and Registrar of Companies, Rajasthan in connection with the proposed SME IPO. Our report should not be used, referred to, adjusted for or distributed for any other purpose except with our prior consent in writing. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing.
For, M/s Deepak Agal and Company
Chartered Accountants
Firm Reg. No: 0019684C
PRC No.: 016876
Sd/-
CA Deepak Agal Partner
Membership No: 526262
Place: Bhilwara
Date: 27/09/2025
UDIN No: 5526262BMOVMS5084
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