To,
The Board of Directors
Goldline Pharmaceutical Limited
103, F-1 Leela Apartments, Shilpa HSG Society,
Near Saptagiri Nagar, Shanidham, Narendra Nagar Nagpur, Maharashtra, India - 440015
Dear sir,
Reference- Proposed Public Issue of Equity Shares of Goldline Pharmaceutical Limited
1. We, M/s. B Shroff & Co., have examined the attached restated financial information of "Goldline Pharmaceutical Limited" (hereinafter referred to as "the Company" or "the Issuer") comprising the restated statement of assets and liabilities as at 31st March 2025, 31st March 2024, 31st March 2023 and, restated statement of Profit and Loss and restated Cash Flow statement for the financial year ended on 31st March 2025, 31st March 2024, and 31st March 2023 and the summary statement of significant accounting policies and other explanatory information (collectively referred to as the "Restated Financial Information" or "Restated Financial Statements") annexed to this report and initiated by us for identification purposes. These Restated Financial Statements have been prepared by the management of the Company and approved by the board of directors at their meeting in connection with the proposed Initial Public Offering on SME Platform ("IPO" or "SMEIPO") of Bombay Stock Exchange of India Limited ("BSE") of the company.
2. These restated summary statements have been prepared in accordance with the requirements of:
(i) Section 26 of Part - I of Chapter III of Companies Act, 2013 (the "Act") read with Companies (Prospectus and Allotment of Securities) Rules 2014;
(ii) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations 2018 ("ICDR Regulations") and related amendments/ clarifications from time to time issued by the Securities and Exchange Board of India ("SEBI");
(iii) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India ("Guidance Note")
3. The Companys Board of Directors is responsible for the preparation of the Restated Financial Statements for inclusion in the prospectus to be filed with Securities and Exchange Board of India ("SEBI"), SME Platform of Bombay Stock Exchange of India Limited ("BSE") and Registrar of Companies Mumbai in connection with the proposed IPO. The Restated Financial Statements have been prepared by the management of the Company on the basis of preparation stated in Annexure 41 to the Restated Financial Statements. The responsibility of the board of directors of the Company includes designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Financial Statements. The Board of Directors is 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 Statements taking into consideration:
(i) The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter in connection with the proposed SME IPO of equity share of the company; and
(ii) The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI;
(iii) Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Financial Statements;
(iv) 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.
5. The Restated Financial Statements of the Company have been compiled by the management from:
(i) The audit for the year ended on 31st March 2025 and 31st March 2024 conducted by us & for the financial year ended on 31st March 2023 was conducted by M/s Shah & Raut Chartered Accountants Statutory Auditors. There are no material audit qualifications in the audit reports issued by the statutory and tax auditors for the financial year ended on 31st March 2025, 31st March 2024 and 31st March 2023 which would require adjustments in the Restated Financial Statements of the Company. The financial report included for these years is based solely on the report submitted by them.
(ii) We have Re-audited the Financial statements of the company in accordance with applicable standards as required under the SEBI ICDR regulations for the financial year ended on 31st March 2025, 31st March 2024 and 31st March 2023, prepared in accordance with the Indian Accounting Standards (Indian GAAP) which have been approved by the Board of Directors.
(iii) Based on our examination and according to information and explanations given to us, we are of the opinion that the Restated Financial Statements:
a) Have been prepared after incorporating adjustments for the changes in accounting policies, material errors and regrouping/ reclassifications retrospectively for the financial year ended on 31st March 2025, 31st March 2024, 31st March 2023.
b) do not require any adjustment for modification as there is no modification in the underlying audit reports;
c) there are no extra-ordinary items that need to be disclosed separately in the accounts and requiring adjustments.
d) have been prepared in accordance with the Act, ICDR Regulations and Guidance Note.
e) Adequate disclosure has been made in the financial statements as required to be made by the issuer as per schedule III of the Companies Act, 2013.
f) The accounting standards prescribed under the Companies act, 2013 have been followed.
g) The financial statements present a true and fair view of the companys accounts.
h) In accordance with the requirements of the Act including the rules made there under, ICDR Regulations, Guidance Note and engagement letter, we report that:
a) The "Restated Summary Statement of Assets and Liabilities" as set out in Annexure 1 to this report, of the Company as at 31st March 2025, 31st March 2024 and 31st March 2023 are prepared by the Company and approved by the Board of Directors. These Restated Summary Statements 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 41 to this Report.
b) The "Restated Summary Statement of Profit and Loss" as set out in Annexure 2 to this report, of the Company for the financial year ended on 31st March 2025, 31st March 2024, and 31st March 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 41 to this Report.
c) The "Restated Summary Statement of Cash Flow" as set out in Annexure 3 to this report, of the Company for the financial year ended on 31st March 2025, 31st March 2024, and 31st March 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 41 to this Report.
(iv) 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 year ended on 31st March 2025, 31st March 2024, and 31st March 2023 proposed to be included in the Prospectus ("Offer Document").
Annexure No. |
Particulars |
1 |
Restated Statement of Assets & Liabilities |
2 |
Restated Statement of Profit & Loss |
3 |
Restated Statement of Cash Flow |
4(A) |
Reconciliation of Restated Profit & Audited Profit |
4(B) |
Reconciliation of Restated Equity & Audited Equity |
4(C) |
Reconciliation of Restated Revenue & Audited Revenue |
5 |
Restated Statement of Share Capital |
6 |
Restated Statement of Reserve & Surplus |
7 |
Restated Statement of Long Term Borrowings |
8 |
Restated Statement of Deferred Tax Liability |
9 |
Restated Statement of Other Long Term Liabilities |
10 |
Restated Statement of Long Term Provisions |
11 |
Restated Statement of Short Term Borrowings |
12 |
Restated Statement of Trade Payables |
13 |
Restated Statement of Other Current Liabilities |
14 |
Restated Statement of Short Term Provisions |
15 |
Restated Statement of Property Plant & Equipment |
16 |
Restated Statement of Non-Current Investment |
17 |
Restated Statement of Inventories |
18 |
Restated Statement of Trade Receivables |
19 |
Restated Statement of Cash & Cash Equivalent |
20 |
Restated Statement of Short Term Loan & Advances |
21 |
Restated Statement of Other Current Assets |
22 |
Restated Statement of Revenue from Operation |
23 |
Restated Statement of Other Income |
24 |
Restated Statement of Purchase of Stock in Trade |
25 |
Restated Statement of Change in Inventories of FG, Stock-In-Trade |
26 |
Restated Statement of Employee Benefit Expenses |
27 |
Restated Statement of Finance Costs |
28 |
Restated Statement of Depreciation & Amortization Expenses |
29 |
Restated Statement of Other Expenses |
30 |
Restated Statement of Accounting Ratios |
31 |
Restated Statement of Related Party Transactions |
32 |
Restated Statement of Segment Reporting |
33 |
Restated Statement of Tax Shelter |
34 |
Restated Statement of Earning Per Share |
35 |
Disclosure in Respect of Gratuity Liability |
36 |
Disclosure in Respect of Audit Fees |
Annexure No. |
Particulars |
37 |
Capital Risk Management |
38 |
Capitalisation Statement |
39 |
Additional Disclosure |
40 |
Ratio |
41 |
Significant Accounting Policy and Notes |
(v) We, M/s. B Shroff & Co, 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 issued by the "Peer Review Board" of the ICAI.
(vi) This report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by any other firm of chartered accountants, nor should this report be construed as a new opinion on any of the financial statements referred to herein.
(vii) We have no responsibility to update our report for events and circumstances occurring after the date of the report.
(viii) Our report is intended solely for use of the Board of Directors for inclusion in the Offer Document in connection with the proposed IPO. Our report should not be used, referred to, 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 B Shroff & CO.
Chartered Accountants,
Firm Registration No: 006514W
Sd/-
CA Manan Agrawal
Partner M No. 418874 FRN: 006514W
UDIN: 25418874BMNWXJ6436
Date: September 19, 2025
Place: Nagpur
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