To,
The M embers,
INTEGRA SWITCHGEAR LIMITED,
VadodarT
Report on the Financial Statements:
We have audited the accompanying financial statements of INTEGRA SWITCHGEAR LIMITED, (Company Limited by Shares), Vadodara as at 31st March, 2025, which comprises the Balance Sheet as at March 31, 2025, Statement of Profit and Loss for the; year ended, cash flow statements for the year en ded, changes in equity and a summary of significant accounting policies and other explanatory information.
Opinion:
In our opinion and to the best: of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:
a) In the case of t he Balance Sheet, of the state of affairs of the Company as at March 31, 2025;
b) In the case of the Profit and Loss Statement, of the profit for the year ended on that date.
c) In tine case oi the Cast Flow Statement, of tne cash flow for the year ended on that date.
Basis for opinion:
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act and other applicable authoritative pronouncements issued by/ the Institute of Chattered Accountants ohndia. Our responsibilities under those Standares are eurtlmr described in tho Auditors Responsibilities fear the Audit of the Standalone Financial Results section of ou r report.We are in dependent of t he Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia together with the ethicalrequirements that are relevant to our audit of tne nnancial statements ender tine provitions of the Aet und the Rules shere u nder, and we h ave falHed ourather et hical responsibilities in accordance with these requirements and she Code of Etlnics. We be lieve that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion.
Managements Responsibility for the Financial Statements:
Managementisresponsibleforthematterstatedin Section 134 (5) of the Companies Act, 2013("The Act") with respect to preparatipn of tasse financial rtatements thao give a tru e and fair view/ of the financial positio n, financ ial petformance and cash tow of the Company in ac co rdance with the accounting principles generalfi accepted in India, including Accountind toandards sp ecified under sectoi"! 1 3e of th s Act eotified under the Act, read with Rule 07 of the Companies (Accounts) Rule 2015.
This responsibility also includes maintenance of adequate accounting records in accordance with the provision of the Act for safeguarding the assets of the company and for preventing and detecting fraud and irregularities, selections and application of ap?ropriate account ng policies, making judgments ayd estimates that ar e reasonable and prudem, and design , imple- mentaton and mainteohnce df adequateinternal financial cCntrol, that were operating effectively for ensuring the accuracy and completeness of the a ccounting re cords, relevant to toe preperation and presentcrion of the financial statements that give a true and fair niew and ore fre e from material misstateme nt, whether due:; to fra ud o s earor.
In preparing the standalone financial statements, management is responsible for assessing the Companys ability to continue osohoiahcoacem,eisclosiah,osoddlicoble,mottersreloteetohoiahcoacem and using tlenoinnconcem basis ofaccount- ing unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to doso.TheBoardofDirectorsareresponsibleforoverseeingtheCompanysfinancial reporting process.
Auditors Responsibility:
Our objective is to obtain reasonable assurance about whether the financial statement as a whole are free from material misstatement , whether due tofraudorerror,andtoissueanauditorsreportthatincludesouropinion. 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 misstatementwhen itexists. Materialmisstatementcanarise from fraud orerrorandareconsideredmaterialif,individually or in the aggregate, they could reasonably be expected to influence the economic decision of users taken on the basis of these financialstatements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit.We a lso,
Identify the risk;? of material misstatement ofthe financial statement, whether due to fraud or error, design and perform audit procedures response 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 error, as fraud may involve collusion, forgery, inten- tionalomission,misrepresentation,ortheoverride of internal control.
Obtain tin understanding oO i nthrnal control rhlhesnt to thin andit ia order to design sudir procedures the r ere appropriate ia the circtmstances. ender section14o(3)(i) of the (Companies Act, 2013, we arn also responsible for expronsing our opinion on wheuher the company/ Inass adequateintern al financial cont rols system im place and the operating effectiveness of such controls.
Evaluate theappropriatenessofaccounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
(Conclude on the appropriateness of managements use of the gmiaj/ concern basis of accounting and, based on tine audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companysability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in nur auditors rep4- to the related nisclosures i n the firmnc ial statements cor, if such disclnsures areinad equate, to modify o ur o pinion. Our co nclnsions are based on the audit evidouce Qatarne d up to the date of nur auditors report. Hmwever, future events or conditions may cause the Compeny to emase to continue as a going concern.
Evalumte the overall preseetation,st ructure and content of tha fin ancial statements, incl uding tee Uisclosures, and whether the fintncial statements represent the underlying transactions and tweets in a manner that achiedes fair presentatidn.
We commuuicatu witn those oharaed 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 alsoprovide thosechargedwith governance with a statement that we have complied with relevant ethical requirements regarding independcnce, knd tor co mmunicate with them all relationshipe and otfrer matte os that mac reasonably be thought to tmear on our independekce, and where applicable, related safeguards.
We believe that the audit evidence we have obtamed is sufficient and appropriate to provide a basis for our audit opinion on the financial Statements.
Report on OtherLegal andRegulatoryRequirements:
1. Au required by theCom panies ^direes Repo rt) Order, U0U0(theOrden)issued bytireCent ral Govemmentin terms of section1430l) of theAct,we give in the Annexure A, statements on the matters specified in paragraphs 3 and 4 of the said order.
2. A, As required by section 143(3) of the Act, we report ahat:
(a) Wehaveeought and obtainedallttc information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.
(b) In ouropinion,proper booksofaccountas required by law have been kept by the Company so far as appears from our enamiaetion of those bo oks of toe Compan
Uc) The Ba lan ce Sheet, P rofit & Loss statements and cash flow statemetts dealt with toy this report are in agreement with the Books of aecounCs of the Compnty.
(d) In our opinion, the Balance Sheet, Profit & Loss Statement and cash flow statements comply with the Accounting Standards specifiedundersection133 ofthe Act,readwithRule07ofthe Companies(Accounts)RuleU015.
(e) On thebasisofthewritten representationsreceivedfromtheairectorsofthe Company as on 31st March U0U5, taken on record by the Board of Directore of the Company, none of the airectorsis disqealifiud as con dnsa March, U0U5 from hieing; nupoitted em a Director in terms section 164 (U) of the companies Act 2013.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to ourseparatereportin "AnnexureB".
B. With respect to other matters to be included in the Auditor s Report in accordance with rule 11 of the companies (Audit & Auditors) Rule 2014, in our opinion and to the best of our information and according to the explanations given to us:
a. TheCompanyhasdisclosed theimpactofpendinglitigations onitsfinancialStatementsasof31stMarch2025,
b. The Company has made provision in its Financial Statements as required under the applicable law or accounting standards , for materialforeseeablelossesonlongtermscontracts,
c. There were no amount which were required to be transferred to theInvostor Eduoation and Protection Fung by the Company.
d.
I) The Management has represented that, to the best of its knowledge and belief no funds have been advanced or loaned or invested(eitherfromborrowedfundsorsharepremium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including; foreigc entities (Intermediaries"), with the understanding,whether recorded in writing or otherwise, that the Intermediary sfrall, whether,directly or indirectly lend orinvest in other persons or entitiks identified in any manner whatsoever by/ or on behalf of the compa ay ("Ultimate Beaeficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
II) The Management has represented that, to ehe best ofits knowledge and belief, taat no funds h ave ueen rece ived b2 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, whether, directly or indirectly, lend or invest in other persons or entitiesidentifiedinany manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guaran tee, security/ or the like on behel f of the Ultimate Beneficia ries; and
III) Based on such audits procedures performed that hace begn considered reasonable and appropriate in the eircumstances, nothing ha s come to o an notice thot ?as caused us to believe t hat tine representations under sub-clau ae (i ) and (ii) of Rule 11(e) contem enys material misstatemenO.
e. Thereisno dividenddeclaredorpaid during the year by the Company and hence provisions of section 123 of the compa- niem Act, 2013 are not applicable.
f. The re porting under Rule 11(g) of the Companies (Audit aiae Auditors) Rule,e024 is applicable from 1 April 2023.
Based on our examination whichincluded te st checks, the eompany has used aac ounting softwore for maintaining its books of nccoubt, which have a features of re coraing audit trail (edim lpgt tcacility/ and the same has operated throughout the year for all relevunl transaction recorded in the respective software.
Ourthor, forahe period weere 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 features being tampered with.
g. Inouropinionandtothebestofourinformationand according to the explanation given to us, the said accounts read with the notes on a cceunts ig Notes ann exed to md forming part 0s aecounts give the informatioa reniuiretd by ehe Companies Act,201 3 in the manner so required give a true and fais view.
ANNEXURE A TO INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 01 under "Reporton other legal and regulatory req uirement" of our re port of even date)
(i) Inrespectoffixedassets
(fa) The company has maintained proper records showing; full particulars inducting (quantitative details and situation of fixed assets.
(b) The Company has no Intangible Assets, hence this clause is not applicable.
(c) All the assets have been physically verified by the management during the year and there is a regulhr program of verification which, in oor opinion, is reason able having; regard to the size ofthe compgny and the nature ofits assets. No material discrepancies were noticed on such verificatiog.
(d) Thetitledeedsofimmovablepropertiesare held in the name of the company.
(e) According to information and explanations given to us, the company has not revalued its Property, Plant and Equipment and intangible assets during the year;
(f) No proceedings have beeninitiated or are pending; against the company for holding; any Benami property under the Benami Transacti pns (Pro hibition) Act, 1988 an d rul es made t here u pder.
(ii) In respect ofInventories
(a) The provisio s of the Ineentory is mot applicable to th e company as company does not have any inventory and company has closed its business operations.
(b) Bmsed on our verihcatio n of tine documedts provided to us aod ac cording to tneinformatioa and explanations given by the Managam ent, the company does not have shnctioned working capital limits in excess of Rs. 5 crores from banks or financial institutions.
(iii) In respect of sevured or unsecured loans Vo P f rom companies, firm s, or other parries listed under section 189 of the Compenies Act.
The eompany has not greoteO or tapen aneloan, secured c unsecured to/from oempanien, firms or other parties covered nuO eo section 2 clause 76 of the Companies Act, hence sub-clauses iii ( a, b & c) are not applicable.
(iv) In our opinion and according to information and explanation given to us, the company has complied with the provision of thesection185and186ofAct,withrespecttothe loans and investments made.
(v) The company has oot accepied deposit from (cublto Acvprdingly paragraph 3(s) not epplicable to th e company.
(vi) The Central Government has not prescribed the maintenance of Cost Records under Section 148 (1) of the Companies Act, for the products of the Company hence need no comments.
(vii) According to ton information and oxplanhtions given to us in respect on statutory and other does:
(a) The co mpan)/ is regular in depositing the statutory (dues as applicable to the comp an/ for the year under report.
(b) Tpcre are no undisputed statutory dues payable in respect o? provident fund, investor education and protection fund, employer ztato iazetaaco, income tan, zaloz tan, valeo added tan , zotvico tan ,ceztomz duty, oncizo duty and cozz, which ato outstandingandinarrears,as at31st March,2025foraperiod ofmore thansixmonthsfromthe datetheybecamepayable.
Thoto ato no deoz of zaloz tan, incomo tan, ceztomz duty, zotvico tan, woalth tan, oncizo duty and cozz which havo not boon dogozitodoaaccoeatofaaydizgeto,
(viii) There were no transaetirns which were not recorded in the boohs of account, have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.
(ix) In our opinion and according to the information and explanations given to us, the company has not defaulted in repayment of dues to a financial institution, bank or debenture holders.
(x) The company has not takenanytermloansandhencerequirementofreportingregardingapplication of term loans does not arise.
(xi) (a) According to the information and explanations given to us, no fraud on company by its officers /employees nor by the companyhasbeennoticedorreportedduringthecourseofouraudit.
(Id) No report under sub-section (12) of section 143 of the Companies Act has been filed in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and up to the date of this report.
(c) There are no whist I e blower complaints received by t fie com pany duri ng the year.
(xii) In our opinion company is not a nidhi company hence paragraph 3(xii) not applicable to company
(xiii) According to the information and explanation given to us and based on our examination of books of accounts of the company tran sactions wit h related parties are in compliance with section 177 and 188 of the Act wherever applicable and details of such transactions have been disclosed in the financial statements as required by applicable accounting standards.
(xiv) (a) Compnny has an Internal audit system commensurate to with the size and nature of its bukiness.
(b) The internal audit reports issued till the date of audit report, for the pnriod under asdio have been considered ny us.
(xv) Aocording to itformetion and explanation given to us and bases on ou examination of the recorCs of the compeny, the companm lias not entered io to noo cash transactioan wieh directors or peroons connected with him. /^anordingly, paragraph 3(xv) noe applicable to the company.
(xvi) In our opinion the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Homce, repyrting under clause 3(xei)(a), (b) and (c) of the Orderis not applicable;
(c) Ther e is n o core Cvnctment nompany withC the Group (afi defined is the Core Investment Companies (Reserve Bank) Directions, 201c) and accordingly renorting undor clause 3(xvi)(d) of the Orden is not applicable .
(xvii) Baseo on tke examination of tha records, the coco pany has profit of 1.51 Lacs during the financial year and loss of Rs.14.92 laos in the immediately precedingfinancial yeer.
(xviii) T here ha s been nc resignation of the statutory auditors during the year and accordingly this clause is not applicable.
(xix) Based on our examination financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, knowledge of the Board of Directors and management plans, there is ne material uncertainty exists ns en the date ef the audit repert that company is net capable ef meeting itslinbilitihs bxietiag; at nhse date ef balance shent as and when they fall due within a faesrieT ef me year from the balance sheet date.
We, however, state that tvis is not an assurance as to the future viability of the Company. We further state that our reporting is based en the facts up te the date ef the audit repent and we neither give any guarantee ner 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.
fixx) Based con the 8raminatido of the company andinformation and exp)laoationo niven to us, section 135 of the act is not applicable to toe company timce, clause 3(xx)(a) and (xx)(b) of the Order is not applicndle.
ANNEXURE B TO INDEPENDENT AUDITORS REPORT
(Referred to in point(f) ofparagraph 02 under "Report on other legal and regulatory re quirement" of our report of1 even da te)
Reporton the I nternal Financial Controls under Clause (i) rf Sub-sectirn 3 rf Section 143 ofthe CompaniesAct,2013 ("the Act")
We have audited the internal financial controls over financial reporting of INTEGRA SWITCHGEAR 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 thatdate.
ManagementsResponsibility for Internal Financial Controls
The Companys management is responsible for establishing and maintaining internal financial controls based on the internal controloverfinancialreportingcriteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit mflnternal Finaacial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, includingadherence to companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the nccura cy and completeness of the accounting records, and the time ly preparation of reliable financialinformntion, as requi rect nnder tire Companies Act, 2013.
AuditorsResponsibility
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"GuidanceNote")and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of th e Compan ies Act, 2013, to the extern applic able to an audit of i nternal fioancial controls, troth applicable to an audit ofInternal Financiml
Contra I s and, both issu ed by/ tine Inanit^e of Chartered Avcountants of India. Th ose Standar ds and the Gu idan ce Note require that we comply with ethical require ments and plan and perform the cu dit to obaai p reasonable assurance about whether adequate internal financial montrol s over financial rep orting was established and maintained and if such controls operated effectively in all mnterial respects.
Our au dit invo 1 veg performing procedures to obtain audit evidence about the adequacy of the internal financial control system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting, assessingtherisathatamaterialweaaness exists,and operating effectiveness of internal control based on the assessed risk.
The erocederes selected denend upoe on the auditors judgement, iscludirg the nssessment of the risks of matpricl misstatement of the financial stateroents, whethe r dae to fra ud or erres.
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 InternalFinancialControls overFinancial Reporting
A companys internal financial eontrol over financihl report ng is a pro cesv designed to yrovide reasonable assurance regarding the reliability offinancial reporting and the preparation of financial statements for external purposes in accerdanpe with general^ a ccepted accounting prind ples. A companys internal financi al 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 transactionsanddispositionsoftheassets ofthecompany;? providereasonableassurancethattransactionsare recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and thatreceiptsand expendituresofthecompanyarebeingmadeonly inaccordance with authorizations of Management and dire ctors of the company; and (3) qov ide reaoonable cssurance reg arding pr evention or timely detection of erautnorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.
Report on the Internal FinancialControlsunderClause(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 INTEGRA SWITCHGEAR 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 managementis responsible for establishing; and maintaining internalfinancial controls based on theinternal control o ver 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. These responsibilities include the design, implementation and maintenance of adequate internalfinancialcontrolsthat wereoperatingeffectively for ensuring the orderly and efficient conduct of its business, innluding adherence to companys policies, tine safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of tho accounting records, and the timely/ preparation of reliable financial information, as required under the Companies Act, 2013.
C
uditors [ResponsibilityOur responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit.Weconducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Report ing (foe "Guidanc e Note") and the Standards on /Auditing, issued by ICAI and deem ed to be presc ribed uadet section 14-3(10) of the Companies Aat, 2013, eo the extent applicable to an au dit ofinternal finan cial controls, troth applicable to an audit af Internal FinnnTini
Cogtrols and, botb issued by the Institute cf Ccartered Accoontants of India. Those Stendards and the Guidance Note require that wo comply with ethicalrequirements and pla n 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.
Ouraudit involves prerf orntfoiig procedures to o btain audit evidenceabout t hie adequacy of theinternalfinancial control system over finan cial reporting and their operating effectiaeneso. Our audit of internal financial enntrols over financial reporting, assessrag the risk: that a materol weakness exista, and operating effectiveness of internal control based on the assessed risk. The procedures selected depend upon on thy auditors judgemene including the assessment of che risks of material misstatement of the financial statements, whether due to fraud ur error
We believe that tire audit evidence wy trove obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financialcontrols system over finnucial reporting.
Ml eaning of I nternal Oinancia! Controls over Financial Reporting
A companysinternafinancial co ntrol over financial reportiug is a leroc ess designed to provide reaso nabl! asourance regarding che reliatrility of financial re ?orting and tin e preparation of financial stem ments for external purposes in accordtnce wifo ge eerally accepte? acoounting 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 asnecessarytopermitpreparationoffinancialstatements in accordance with generally accepted accounting principles, and thnt receipts nnd exueuaitc/es af she comnnnu nre boinp mndo only in acca/aance with nuthorizntiona af Management and dire chors of the comp any; and (3) provide reasonable assura nce regarding preveation or timely d?tection of unauthorized acquiaition, use, ot disp osition of the c ompanys assets that cuu ld have a material effect on the financial statemento.
Inherent Limitations of Internal FinancialControls overFinancial Reporting
Because of the inherent limitationsofintemalfinancialcontrolsoverfinancialreporting,includingthe 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 thatthedegreeofcompliancewiththepoliciesorproceduresmaydeteriorate.
Opinion
In our opinion, 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 March 31, 2024, based on the internalcontroloverfinancialreportingcriteriaestablished by the Company considering the essential components of internal control stated in the Guidance Note on /Audit oflnternal Financial Controls over Financial Reporting issues try thelnstitute of Chartered Accountants of India.
PLACE:VADODARA | FORD CPARIKH& CO. |
DATE: 25/05/2025 | Chartered Accountants |
FirmReg. 107537W | |
UDIN:25037212BMIHGN2987 | |
(D.C. PARIKH ) | |
M.No.037212 |
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