Sanwaria Consumer Ltd Auditor Reports

To THE BOARD OF DIRECTORS OF SANWARIA CONSUMER LIMITED

Report on the Audit of the standalone financial statements

Opinion

We have audited the accompanying standalone quarterly financial results of Sanwaria Consumer Limited ("the company") for the quarter ended March 31, 2024 and the year-to- date results for the period from April 01, 2023 to March 31, 2024, attached herewith, being submitted by the company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ("Listing Regulations").

In our opinion and to the best of our information and according to the explanations given to us these standalone financial results:

i. are presented in accordance with the requirements of Regulation 33 of the Listing Regulations in this regard; and

ii. except for the effects of the matter described in the Basis for Qualified Opinion paragraph below, the aforesaid standalone 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 subject to observations given in Schedule "A" in conformity with the accounting principles generally accepted in India including Indian Accounting Standards (Ind AS) specified under Section 133 of the Act, of the state of affairs (financial position) of the Company as at 31 March 2024, and its Loss (financial performance including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Qualified opinion

The Company has shown all expenses on the Cash basis, due to this the following expenses have not been included in the current year financials, hence loss has been reduced by Rs. 174.79 Lacs:

Sr. No. Particulars	Amount (in Lacs)
1 Advertising and Publicity	0.33
2 Professional Expenses	45.49
3 Security Expenses	78.91
4 Salary Exp.	48.39
5 Audit Fee	1.77

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013 (the Act). Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Standalone Financial Results section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial results under the provisions of the Companies Act, 2013 and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Managements Responsibilities for the Standalone Financial Results

These quarterly financial results as well as the year-to-date standalone financial results have been prepared on the basis of the interim financial statements. The Companys Board of Directors are responsible for the preparation of these financial results that give a true and fair view of the net loss and other comprehensive income and other financial information in accordance with the recognition and measurement principles laid down in Indian Accounting Standard 34, "Interim Financial Reporting prescribed under Section 133 of the Act read with relevant rules issued thereunder and other accounting principles generally accepted in India and in compliance with Regulation of the Listing Regulations. 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 standalone financial results that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial results, the Board of Directors are 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Standalone Financial Results

Our objectives are to obtain reasonable assurance about whether the Standalone financial Results 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 standalone financial results.

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

• Identify and assess the risks of material misstatement of the standalone financial results, 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 the purpose of 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 the Board of Directors.

• Evaluate the appropriateness and reasonableness of disclosures made by the Board of Directors in terms of the requirements specified under Regulation 33 of the Listing Regulations.

• Conclude on the appropriateness of the Board of Directors 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 results 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 standalone financial results, including the disclosures, and whether the financial results represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the interim condensed standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the interim condensed standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in

(i) planning the scope of our audit work and in evaluating the results of our work; and

(ii) to evaluate the effect of any identified misstatements in the interim condensed standalone financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit finding including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Report on other Legal and Regulatory Requirements

As required by Section 197(16) of the Act we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under Section 197 read with Schedule V to the Act.

As required by the Companies (Auditors Report) Order 2016 (the Order) issued by the Central Government of India in terms of Section 143(11) of the Act we give in the Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order.

Further to our comments in Annexure B as required by Section 143(3) of the Act we report that:

we have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

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;

the standalone financial statements dealt with by this report are in agreement with the books of account;

in our opinion the aforesaid standalone financial statements comply with Ind AS specified under Section 133 of the Act;

on the basis of the written representations received from the directors and taken on record by the Board of Directors none of the directors is disqualified as on 31 March 2024 from being appointed as a director in terms of Section 164(2) of the Act;

we have also audited the internal financial controls over financial reporting (IFCoFR) of the Company as on 31^st March 2024 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date and our report as per Annexure C expressed an unmodified opinion;

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 (as amended) in our opinion and to the best of our information and according to the explanations given to us:

the Company has disclosed the impact of pending litigations on its financial position in the standalone financial statements;

the Company has made provision as required under the applicable law or Ind AS for material foreseeable losses if any on long-term contracts including derivative contracts;

there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended 31 March 2024;

	For PRAMOD K SHARMA & CO.
	Chartered Accountants
	CA PRAMOD SHARMA
	Partner
Date:25/05/2024	M. No.: 076883; FRN: 007857C
Place: Bhopal	UDIN: 24076883BKAPYO6651

ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE TO THE MEMBERS OF SANWARIA CONSUMER LIMITED ON THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024

ANNEXURE A

Based on the audit procedures performed for the purpose of Audit we have found some observation which individually or collectivity were not material for modifying our opinion but should be consider while taking decision on the basis of Report. Details are following:

1. In the following cases we noticed that the Company have not given any effect in the books of accounts. The Company is following cash basis system in the same cases:

Sr. No. Particulars	Amount (in Lacs)
1 Advertising and Publicity	0.33
2 Professional Expenses	45.49
3 Security Expenses	78.91
4 Salary Exp.	48.39
5 Audit Fee	1.77

 

	For PRAMOD K SHARMA & CO.
	Chartered Accountants
	CA PRAMOD SHARMA
	Partner
Date:25/05/2024	M. No.: 076883; FRN: 007857C
Place: Bhopal	UDIN: 24076883BKAPYO6651

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE TO THE MEMBERS OF SANWARIA CONSUMER LIMITED ON THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024

ANNEXURE B

Based on the audit procedures performed for the purpose of reporting a true and fair view subject to observations given in Schedule "A" on the standalone financial statements of the Company and taking into consideration the information and explanations given to us and the books of account and other records examined by us in the normal course of audit and to the best of our knowledge and belief we report that:

i. (a) The Company has maintained proper records of Fixed Assets which provided block wise detail of the Fixed Assets but it should be more descriptive.

(b) As per the information and explanation given to us the Company has a regular program of physical verification of its property plant and equipment under which property plant and equipment are verified annually which in our opinion is reasonable having regard to the size of the Company and the nature of its assets. In accordance with this program property plant and equipment were verified during the year and no material discrepancies were noticed on such verification.

(c) As per the information and explanation given to us the title deeds of all the immovable properties are held in the name of the Company.

ii. In our opinion and according to the information and explanations given to us the Company is maintaining proper record of inventory. The discrepancies noticed on verification between physical stocks and the book records were not material and have properly dealt with in the books of accounts. No material discrepancies were noticed on the aforesaid verification.

iii. The Company has granted secured or unsecured loans to companies firms and others parties covered in the register maintained under Section 189 of the Act; and with respect to the same:

a. In our opinion the terms and conditions of grant of such loans are not prima facie prejudicial to the Companys interest;

b. The schedule of repayment of principal and payment of interest has been stipulated and the repayment/ receipts of the principal amount and the interest are regular;

iv. In our opinion the Company has complied with the provisions of Sections 185 and 186 of the Act in respect of loans investments guarantees and security.

v. In our opinion the Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules 2014 (as amended). Accordingly the provisions of clause 3(v) of the Order are not applicable.

vi. We have broadly reviewed the books of account maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under sub-section (1) of Section 148 of the Act in respect of Companys products and services and are of the opinion that prima facie the prescribed accounts and records have been made and maintained. However we have not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

vii. (a) The Company is regular in depositing undisputed statutory dues including provident fund employees state insurance income-tax sales-tax goods and services tax service tax duty of customs duty of excise value added tax cess and other material statutory dues as applicable with the appropriate authorities though there has been slight delay in few cases. Further no undisputed amounts payable in respect thereof were outstanding at the year-end for a period of more than six months from the date they became payable.

(b) The dues outstanding in respect of income-tax sales tax duty of customs duty of excise and value added tax on account of any dispute are as follows:

Name of the statute	Nature of Dues	Amount (Rs. In Lakhs)	Period to which the amount relates	Forum where dispute is pending	Status
Income Tax Act	Disputed	7297.33	Various Years	CIT(A)/Tribunal/ High court	Demand Stayed by department
Central Sales Tax Act	Disputed	72.08	Various Years	Commercial tax tribunal/ Appellate Authority	Demand stayed by high court demand pending for grant of exemption and their effect.
Madhya Pradesh Entry Tax Act	Disputed	932.75	Various Years	Commercial tax tribunal/ Appellate Authority	Demand stayed by high court demand pending for grant of exemption and their effect.
Madhya Pradesh VAT Tax Act	Disputed	2575.21	Various Years	Commercial tax tribunal/ Appellate Authority	Demand stayed by high court demand pending for grant of exemption and their effect.
EPFO	Disputed	150.22	Various Years	CGIT Jabalpur	Stay by CGIT
Central Excise	Disputed	100.26	Various Years	Cestate/ Commissioner (A)	Stay Being Apply
MPIDC	Disputed	19.01	Various Years	MPIDC Mandideep	Stay Being Apply
DTIC	Disputed	28.77	Various Years	MP Govt.	Stay Being Apply
Municipal Corporation	Disputed	3.78	Various Years	Municipal Corporation itarsi	Stay Being Apply
MP Electrical Department	Disputed	44.98	Various Years	High Court	Stay Being Apply

viii. The Company has made default in repayment of loans or borrowings to financial institutions and banks during the year and all CC limits has been withheld by Banks and accounts have been declared as NPAs.

ix. The Company did not raise moneys by way of initial public offer or further public offer (including debt instruments). In our opinion the term loans were applied for the purposes for which the loans were obtained.

x. As per information and explanation given to us by the management we report that we have neither come across any instances of 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. Managerial remuneration has been paid and provided by the Company in accordance with the requisite approvals mandated by the provisions of Section 197 of the Act read with Schedule V to the Act.

xii. In our opinion the Company is not a Nidhi Company. Accordingly provisions of clause 3(xii) of the Order are not applicable.

xiii. In our opinion all transactions with the related parties are in compliance with Sections 177 and 188 of Act where applicable and the requisite details have been disclosed in the financial statements etc. as required by the applicable Ind AS.

xiv. During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures. Accordingly provisions of clause 3(xiv) of the Order are not applicable.

xv. The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act 1934.

	For PRAMOD K SHARMA & CO.
	Chartered Accountants
	CA PRAMOD SHARMA
	Partner
Date:25/05/2024	M. No.: 076883; FRN: 007857C
Place: Bhopal	UDIN: 24076883BKAPYO6651

ANNEXURE C TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE TO THE MEMBERS OF SANWARIA CONSUMER LIMITED ON THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 MARCH 2024

ANNEXURE C

Independent Auditors report on the Internal Financial Controls under Clause (i) of subsection 3 of Section 143 of the Companies Act 2013 (the "Act")

1. In conjunction with our audit of the standalone financial statements of Sanwaria Consumer Limited (the "Company") as at and for the year ended 31 March 2024 we have audited the internal financial controls over financial reporting of the Company as of that date.

Managements Responsibility for Internal Financial Controls

2. The Companys Board of Directors is responsible for establishing and maintaining internal financial controls based on the internal control over 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 (the "Guidance Note") issued by the Institute of Chartered Accountants of India (ICAI). 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 the Companys business including adherence to Companys policies the safeguarding of its assets the prevention and detection of frauds and errors the accuracy and completeness of the accounting records and the timely preparation of reliable financial information as required under the Act.

Auditors Responsibility

3. 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 Standards on Auditing issued by the ICAI and deemed to be prescribed under Section 143(10) of the Act to the extent applicable to an audit of internal financial controls over financial reporting and the Guidance Note issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting were established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting assessing the risk that a material weakness exists and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgment including the assessment of the risks of material misstatement of the financial statements whether due to fraud or error.

5. 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 over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting

6. A Companys internal financial controls over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Companys internal financial controls 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 as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company and

(3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition use or disposition of the Companys assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting.

7. Because of the inherent limitations of internal financial controls over financial reporting including the 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 internal financial controls over financial reporting may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

8. In our opinion the Company has in all material respects adequate internal financial controls over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 2024 based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

	For PRAMOD K SHARMA & CO.
	Chartered Accountants
	CA PRAMOD SHARMA
	Partner
Date:25/05/2024	M. No.: 076883; FRN: 007857C
Place: Bhopal	UDIN: 24076883BKAPYO6651