Independent Auditors Examination report on Restated Financial Statements of IWARE SUPPLYCHAIN SERVICES LIMITED (Previously known as IWARE SUPPLYCHAIN SERVICES PRIVATE LIMITED)
TO,
The Board of Directors,
IWARE SUPPLYCHAIN SERVICES LIMITED,
7th Floor 707 Iscon Elegance,
Nr. Jain Temple, Prahladnagar Cross Road,
S.G. Highway, Ahmedabad,
Gujarat, India, 380051
We have examined the attached Restated Financial Statements of IWARE SUPPLYCHAIN SERVICES LIMITED (hereinafter referred to as "the Company" or "the Issuer"), comprising of the Restated Statement of Assets and Liabilities as at March 31, 2025, March 31, 2024 and March 31, 2023, the Restated Statements of Profit and Loss , the Restated Cash Flow Statement for the year ended on March 31, 2025, March 31, 2024 and March 31, 2023, the Summary Statement of Significant Accounting Policies, and other explanatory information (collectively, the "Restated Financial Statements"), as approved by the Board of Directors of the Company at their meeting held on for the purpose of inclusion in the Draft Prospectus and Prospectus (herein after referred to as "Offer Documents") prepared by the Company in connection with its proposed Initial Public Offer of equity shares ("IPO").
1) The restated summary statements have been prepared in accordance with the requirements of: a. Section 26 of Part I of Chapter III of Companies Act, 2013 (the "Act") read with Companies (Prospectus and Allotment of Securities) Rules2014; b. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended ("ICDR Regulations") issued by the Securities and Exchange Board of India ("SEBI") in pursuance to Section 11 of the Securities and Exchange Board of India Act, 1992 and related amendments/ clarifications from time to time; and c. The Guidance Note on Reports in Company Prospectuses (Revised2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended from time to time ("Guidance Note").
2) The Companys Board of Directors is responsible for the preparation of the Restated Financial Statements for the purpose of inclusion in the Offer Document to be filed with Emerge Platform of National Stock Exchange of India Limited ("NSE Emerge"), Securities and Exchange Board of India, the Registrar of Companies, Gujarat and 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 IV to the Restated Financial Statements. The Board of Directors responsibility includes designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the Restated Financial Statements. The Board of Directors are also responsible for identifying and ensuring that the Company complies with the Act, ICDR Regulations and the Guidance Note.
3) We have examined such Restated Financial Statements taking into consideration: a. The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter in connection with the proposed IPO of equity shares of the Issuer; b. The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI; c. Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Financial Statements; 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.
4) This Restated Financial Statements have been compiled by the management from the Audited Financial Statements of the Company for the financial year ended on March 31, 2025, March 31, 2024 and March 31, 2023 prepared in accordance with the accounting standards notified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014, as amended, and other accounting principles generally accepted in India. The same has been approved by the Board of Directors at their meeting.
5) For the purpose of our examination, we have relied on Auditors report issued by us for the financial year ended on March 31, 2025, March 31, 2024 and March 31, 2023 and accordingly reliance has been placed on financial information examined for the said years. The financial report included for these years is based solely on the report submitted by us.
6) 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 and for the period ended on March 31, 2025, March 31, 2024 and March 31, 2023 and 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.
b. The "Restated Summary Statement of Profit and Loss" as set out in Annexure 2 to this report, of the Company as at and for the period ended on March 31, 2025, March 31, 2024 and March 31, 2023are 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.
c. The "Restated Summary Statement of Cash Flow" as set out in Annexure 3 to this report, of the Company as at and for the period ended on March 31, 2025, March 31, 2024 and March 31, 2023are 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.
7) Based on our examination and according to the information and explanations given to us we are of the opinion that the Restated Financial Statements have been made after incorporating: a. Adjustments for the changes in accounting policies, material errors and regrouping/reclassifications retrospectively in respective financial period/ years ended March 31, 2025, March 31, 2024 and March 31, 2023 to reflect the same accounting treatment as per the accounting policies and grouping/ classifications for all the reporting periods, if any.
b. Adjustments for prior period and other material amounts in the respective financial years to which they relate and there are no qualifications which require adjustments.
c. There are no extra-ordinary items that need to be disclosed separately in the accounts and qualifications requiring adjustments.
d. There were no qualifications in the Audit Reports issued by the Statutory Auditors for the financial period/ year ended on March 31, 2025, March 31, 2024 and March 31, 2023 which would require adjustments in this Restated Financial Statements of the Company.
e. These 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.
f. These have been prepared in accordance with the Act, ICDR Regulations and Guidance note.
8) In our opinion and to the best of information and explanation provided to us, the Restated Financial Statements of the Company, read with significant accounting policies and notes to accounts as appearing in Annexure IV are prepared after providing appropriate adjustments and regroupings as considered appropriate.
9) We, M/s. J A Y A M & Associates LLP, Chartered Accountants (Previously known as Jitendra k. Jain & Associates LLP) 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.
10) The preparation and presentation of the Restated Financial Statements referred to above are based on the Audited financial statements of the Company and are in accordance with the provisions of the Act and ICDR Regulations. The Financial Statements and information referred to above is the responsibility of the management of the Company. 11) The report should not in any way be construed as a re-issuance 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 therein. 12) We have no responsibility to update our report for events and circumstances occurring after the date of the report. Our report is intended solely for use of the management and for inclusion in the Offer Document in connection with the SME IPO. Our report should not be used, referred to or adjusted for any other purpose except with our consent in writing.
FOR, J A Y A M & Associates LLP
(Previously known as Jitendra K. Jain & Associates LLP)
Chartered Accountants
Firm Registration No.: 130968W/W100605
Sd/-
CA Rachit Shah
Chartered Accountant
Membership No.: 157588
Date: April 21, 2025
Place: Vadodara
UDIN: 25157588BMIVUC9879
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