Mopshop Distribution Ltd Auditor Reports

To

The Members of Mopshop Distribution Private Limited

Report on the audit of the financial statements

Report on Financial Statements

1. We have audited the accompanying financial statements of Mopshop Distribution Private Limited ("the Company"), which comprise the Balance Sheet as at March, 31, 2025, and the Statement of Profit and Loss for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information.

Management Responsibility for the financial statements

2. 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 financial statements that give a true and fair view of the financial position, financial performance of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act. 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 prudent; and 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 financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

3. In preparing the 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 responsibility

4. Our objectives are to obtain reasonable assurance about whether the 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, 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 financial

statements.

5. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the 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; but not for expressing an opinion on the effectiveness of the Companys internal control.

• 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 financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves

fair presentation.

Basis for Opinion

6. We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors Responsibilities fop^

the Audit of the Financial Statements section of our report. We are independent the Company in accordance with the Code of Ethics issued by the Institute Chartered Accountants of India together with the ethical requirements that i. relevant to our audit of the financial statements under the provisions of t Companies Act, 2013 and the Rules thereunder, and we have fulfilled our oth ethical responsibilities in accordance with these requirements and the Code Ethics. We believe that the audit evidence we have obtained is sufficient ar appropriate to provide a basis for our opinion.

Opinion

7. In our opinion and to the best of our information and according to the explanationRs.

given to us, the aforesaid financial statements give the information required by the

Companies Act, 2013 ("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 as at March, 31, 2025, and profit/loss for the year then ended.

Report on other legal and regulatory requirements

8. As required by Section 143(3) of the Act, we report 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.

(c) The Balance Sheet and the Statement of Profit and Loss dealt with by this Report are in agreement with the books of account.

(d) In our opinion, the aforesaid financial statements comply with the Accounting

Standards specified under Section 133 of the Act.

(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) Clause (i) of Section 143(3) is not applicable pursuant to notification G.S.R 583(E) dated 13 June 2017.

(g) 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, in nur nninion and to the best of our information and according to the explanations

given to us:

i. The Company does not have any pending litigations which would impact its

financial position,

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended March 31, 2025.

iv. The reporting on disclosures relating to Specified Bank Notes is not applicable to the Company for the year ended March 31, 2025.

9. The provisions of Section 197 read with Schedule V to the Act are applicable only to public companies. Accordingly, reporting under Section 197(16) of the Act is not applicable to the Company.

j, (a) The Company is maintaining proper records showing full particulars, including

quantitative details and situation, of fixed assets.

(b) The fixed assets of the Company have not been physically verified by us during the year. However, the Company has carried out the physical verification of fixed assets; and no material discrepancies have been noticed on such verification. Consequently, in our opinion, the frequency of verification is reasonable.

(c) The Company does not own any immovable properties as disclosed in Note 9 on Property, Plant and Equipments to the Financial Statements. Therefore, the provisions of Clause 3(i)(c) of the said order are not applicable to the company.

(d) The Company has not revalued its property, plant and equipment (including right-to-use assets) or Intangible assets or both during the year.

(e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, No proceedings have been initiated during the year or are pending against the Company as of March 31, 2025, for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.

jj. Physical verification of inventory has been conducted at quarterly intervals by

management. In our opinion, the coverage and procedure by the management is appropriate.

jjj. The Company has not granted any loans, secured or unsecured, to Companies,

Firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Act. Therefore, the provisions of Clause 3(iii), (iii)(a), (iii) (b) and (iii)(c) of the said order are not applicable to the company.

iv. The Company had granted advances to its Director Bunty Hakim Singh Gaur pursuant to a Memorandum of Understanding (MOU) dated 21st September, 2023 entered into for the proposed sale of its warehouse-cum-office situated at C/7, Sagar Industrial Estate, Vasai East, Palghar - 401208. As per the terms of the said MOU, it was mutually agreed that in the event of cancellation, the advances shall be refunded without any interest. Subsequently, the MOU was cancelled on mutual consent, and in

accordance with its terms, the entire advance amount was duly refunded by the

Directors to the Company without any interest.

v. The Company has not accepted any deposits from the public within the

meaning of Sections 73, 74, 75 and 76 of the Act and the Rules framed there under to the extent notified.

vi. The Central Government of India has not specified the maintenance of cost

records under sub-section (1) of Section 148 of the Act for any of the products ot the company. Therefore, the provision of Clause 3(vi) of the said order are not applicable to the company.

vii. (a) According to the information and explanations given to us and the records of

the company examined by us, in our opinion, the company is generally regular in depositing undisputed statutory dues in respect of professional tax, provident fund and tax deducted at source, though there has been a slight delay in a few cases, and is regular in depositing undisputed statutory dues, including goods and service tax and other material statutory dues, as applicable, with the appropriate authorities.

(b) According to the information and explanations given to us and the records of the company examined by us, there are no dues of Profession Tax, GST, Tax deducted at source and Income Tax. The company has also received notice from GST Department for conducting GST Audit from FY 2019-20 to FY 2023-24 on 14^th April 2025 and the company is currently in the process of submitting requisite documents in relation to notice and GST Department has not intimated any demand regarding notice.

viii. The Company does not defaulted in any repayment of dues to any financial

institution or bank or debenture holder. The company is enjoying overdraft limit of Rupees Twelve crores from Bank of India chembur branch.

ix. The Company has not raised any moneys by way of initial public offer, further

public offer (including debt instruments) and term loans. Accordingly, the provisions of Clause 3 (ix) of the Order are not applicable to the company.

X- During the course of our examination of the books and records of the company,

carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud by the company or on the company by its officers or employees, noticed or reported during the year, nor have we been informed of any such case by the Management.

xi. The provisions of Section 197 read with Schedule V to the Act are applicable

only to public Companies. Accordingly, the provisions of Clause 3(xi) of the Order are not applicable to the company.

xii. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not

applicable to it, the provisions of Clause 3(xii) of the Order are not applicable to the company.

xiii. The Company has entered into transactions with related parties in compliance

with the provisions of Section 188 of the Act. The details of such related party transactions have been disclosed in the financial statements as required under Accounting Standard (AS) 18, Related Party Disclosures specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. Further, the Company is not required to constitute an Audit Committee under Section 177 of the Act, and accordingly, to this extent, the provisions of Clause

3(xiii) of the Order are not applicable to the company.

xiv. The Company has not made any allotment of fully or partly convertible

debentures during the year under review.

The company has made right issue of shares as detailed below

The company has filed form PAS-3 showing right issue of shares on 25/03/2025 as detailed below

Name	No. of shares	Price per share	Premium/Discount if any
PRAKASH SINGH	35000	100	AT PAR RIGHT ISSUE

xv. The Company has not entered into non-cash transactions with its directors or

persons connected with him, within the meaning of Section 192 of the Act.

The company has taken the approval of general body for the above transactions as per requirement of section 192 of Companies Act, 2013

xvi. The Company is not required to be registered under Section 45-JA of the

Reserve Bank of India Act, 1934. Accordingly, the provisions of Clause 3(xvi) of the Order are not applicable to the company.