TO
THE MEMBERS OF
SUNRISE EFFICIENT MARKETING LIMITED Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements of SUNRISE EFFICIENT MARKETING LIMITED(“the Company”), which comprise the Balance Sheet as at 31st March, 2025, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information enclosed 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, the accompanying 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 in conformity with the Accounting Standards prescribed under Section 133 of the Act read with the Companies (Accounting Standards) Rules, 2021, as amended, (”AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March 2025, and its profit, its cash flows and the changes in equity for the year ended on that date.
Basis for Opinion
We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditors Responsibility for the Audit of the Standalone Financial Statements 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 (ICAI) together with the ethical requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Standalone Financial Statements.
Managements Responsibility for the Standalone Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. 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.
In preparing the standalone 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 the Board of Directors either intend to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Auditors Responsibility
Our objectives are to obtain reasonable assurance about whether the Standalone 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 Standalone Financial Statements.
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 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 financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to Standalone Financial Statements in place and the operating effectiveness of such control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the 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 entitys ability to continue as a going concern. If the auditor concludes that a material uncertainty exists, the auditor is required to draw attention in the auditors report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify the opinion. The auditors conclusions are based on the audit evidence obtained up to the date of the auditors report. However, future events or conditions may cause an entity to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosures, and whether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation.
• As required under clause 33 of SEBl(Listing Obligation and Disclosure Requirements) Regulation, 2015, the statutory Auditors have conducted a limited review of that above financial results for the half year ended and year ended March 31,2025.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone 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, of the state of affairs of the Company as at 31st March, 2025, and its profit/loss and its cash flows for the year ended on that date.
Key Audit Matter
We draw attention to the following matters in the Notes to the financial statements:
a. Company has allotted fully paid bonus shares to its shareholders out of the securities premium account in the Balance Sheet in the ratio of 1:2 on the record date - 03rd April, 2024. Consequent to which the fully paid up equity share capital increased by 50,00,000 shares having face value of Rs 5 Crore, resulting in the paid up capital of Rs. 15 Crs (1.5 Cr Shares of Rs. 10 each).
As a consequence, to which, while calculating the EPS for each comparative period, bonus shares issued on the record date of 03rd April, 2024 in the ratio of 1:2 have been considered in the weighted average total no. of shares since the beginning of each comparative period (F.Y 2023-24 & F.Y. 2024-25) for the sake of better comparison as suggested by the AS-20 and accordingly previous reporting periods EPS has been restated.
b. Pursuant to the special resolution passed on 20th December, 2024 by the members of the Company, under chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 and Section 62 and 42 of the Companies Act, 2013 read with the relevant rules framed there under, the Board of Directors at its Meeting held on 15th January, 2025 has approved the Allotment of 51,38,000 (Fifty One Lakhs Thirty Eight Thousand) convertible warrants at a Price of Rs. 106/- each on preferential basis, convertible into 51,38,000 (Fifty-One Lakhs Thirty-Eight Thousand) Equity Shares (One Equity Share for One Warrant issued) of the Company of the face value of Rs. 10/- each to the nonpromoters upon receipt of minimum subscription amount as prescribed under Regulation of SEBI ICDR Regulation, 2018.
The company had realization of 25% upfront money with respect to issuance of aforesaid warrants amounting to Rs. 13,61,57,000 as per SEBI (ICDR) Regulations, 2018. Further, few of the allottees holding 6,65,000 warrants have also paid additional balance amount of 75% amounting to Rs. 3,43,58,500 during F.Y. 2024-25 and have exercised their option towards the conversion of 6,65,000 warrant into shares in the next financial year. As a result of this payment, total money received against share warrants during F.Y. 2024-25 amounts to Rs. 17,05,15,500.
c. Further, during subsequent F.Y. 2025-26 (On 10th April, 2025), Company had made the allotment of 6,65,000 equity shares through conversion of share warrants alloted during F.Y. 2024-25 against receipts of balance 75% of warrant amount.
This disclosure of subsequent financial year is being made in compliance with the requirement stated in the Accounting Standard-4- "Contingencies and Events Occurring After the Balance Sheet Date".
d. As per regulation of SA-610 i.e. “Using the work of Internal Auditor” as provided by ICAI, we have relied on the report of internal auditor M/s Rachna Patel & Associates appointed by the company for conducting day-to-day audit of the company. The companys standalone financial figures for the year ended March 31, 2025 have been examined by internal auditor M/s Rachna Patel & Associates and the Internal audit report was issued as on dated 14th April, 2025 and we have relied on their report for any discrepancies.
e. The company had provided short term loans and advances amounting to Rs. 470 Lakhs to various other entities as reflected in the audit report, also necessary resolutions have been passed in the board meeting with respect of these loans. Necessary interest has also been charged on the same. These loans were advanced out of the surplus funds available with the company to earn additional interest income on the same. The balances of these loans advanced are subject to confirmation.
f. However, the company had given short term funds to few directors, who look after the business development of the company for the purpose of incurring business development and marketing expenditure on behalf of the company which has to be subsequently ratified by the Board resolution. However, since the said expenditure were not incurred fully during FY 2024-25, the balance amount had been returned back to the company by the directors. However, cheques amounting to Rs. 90,00,000 have been received by the company during last year but remained uncleared as on the date of audit report.
g. The company has not maintained any quantitative details of the stock during the year. Hence, the value of the stock is taken as certified by the management and hence we are unable to comment on the same.
Further as informed by the management, the company has a practice of physically quantifying and valuing the stock every month on the date of submission of monthly stock statements to the bank. However there is a difference in the value of closing stock as on 31st March 2025 as submitted to Bank (Rs. 1721.79 Lakhs ) and as per books of accounts (Rs. 1490 Lakhs ), resulting in difference of Rs. 231.79 Lakhs.
As stated by the management, the major reason of such difference is that:
> The stock submitted in the stock statement are valued at sales price whereas the same is valued as cost in the books of accounts of the company.
> Few of the purchase bills are accounted in the books of accounts with a delay of few days as compared to receipts of goods due to the delayed receipt of those bills by the company for making necessary accounting entries thereby effecting the value of paid stock submitted to the bank in stock statement.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditors Report) Order, 2020 (the Order) issued by the Central Government in terms of Section 143(11) of the Act, we enclose in the annexure a statement on matters specified in paragraph 3 & 4 of the said order. (Annexure- A)
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. Further reliance has also been placed on Management Representation Letter duly certified by the management of the company providing various explanations and clarifications with respect to audit queries and certifying various data where no documentary evidences were available.
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
d. The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of accounts.
e. In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
f. The financial statements of the Company have been prepared on a going concern basis.
g. On the basis of the written representations received from the directors as on 31st March, 2025 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2025 from being appointed as a director in terms of Section 164 (2) of the Act.
h. 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 our separate report in “Annexure B”.
j. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2023, reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory requirements for record retention.
Based on our examination on test check basis and as per the explanation given to us by the management, the Company does have accounting software which has a feature of recording audit trail (edit log) facility for maintaining its books of account for the financial year ended March 31, 2025.
i. 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 our opinion 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 does not have any long-term contracts including derivative contracts for which there were any material foreseeable
(iii) There were no amount which were required to be transferred to the Investor Education and Protection Fund by the Company
| For SBMG & Co LLP |
| Chartered Accountants |
| (FRN: 127756W/W101027) |
| Sumit Bihani, Partner |
| M No 121551 |
| UDIN: 25121551BMGYLG9326 |
| Place: Surat |
| Date: 17/05/2025 |
ANNEXURE A- Report under the Companies (Auditors Report) Order, 2020
Referred to in of our report of even date
In terms of the information and explanations sought by us and given by the company and the books and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that: -
1 (a) The company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.
(b) As explained to us, all the assets have been physically verified by the management during the year also there is a regular programme of verification which, in our opinion, is reasonable having regard to the size of the company and the nature of its assets. No material discrepancies were noticed on such verification.
(c) The company does not have any immoveable properties held in its name.
(d) The company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the previous year
(e) As per the details and explanations provided by management and as verified by us, no proceedings have been initiated or are pending against the company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made there under.
2. (a)As explained to us, the inventory has been physically verified at reasonable intervals during the year by the management. In our opinion, the frequency of verification is reasonable. The discrepancies noticed on verification between the physical stocks and the book records were not material.
(b) The Company has been sanctioned working capital facilities of Rs.6 Crores by Axis Bank Ltd and Rs 2.12 Crores by ICICI Bank on the basis of security of current assets. However, the company has closed the said cash credit facility availed from ICICI Bank as on dated 07th March, 2025 after making full repayment of the due in respect of this facility.
The value of stock & book debts statement filed by the company in monthly stock statements with AXIS banks and the value of Stock & book debts as per books of accounts as on the date of stock statement filed with the bank has been tabulated here under (Rs. In Lakhs):
* The material reason of difference is because of the fact that few sales /purchase bills are entered in the books of accounts with a delay of few days as compared to receipts / dispatch of goods due to the late receipt of those bills in the accounts department for making necessary entries in the books of accounts. Also, there were certain advance receipts from the suppliers, which were identified during the course of audit procedure and henceforth the variance in value of debtors was seen.
# As certified by the management and as verified by us value of stock is determined by the accounting software used by the company only after closing the books of accounts of the company for a particular period i.e. on 31st March 2025. Henceforth, it is not possible to determine value of paid stock as per books on each date of stock statement submitted by the client to the bank.
The company has a practice of physically quantifying and valuing the stock every month on the date of submission of monthly stock statements to the bank and the said value of stock derived on such monthly physical valuation of stock is incorporated in the stock statements submitted to the bank. However, there is a difference in the value of closing stock as on 31st March 2025 as submitted to Bank (Rs. 1721.79 Lakhs) and as per books of accounts (Rs. 1490 Lakhs), resulting in difference of Rs. 231.79 Lakhs.
As stated by the management, the major reason of such difference is that:
> The stock submitted in the stock statement are valued at sales price whereas the same is valued as cost in the books of accounts of the company.
> Few of the purchase bills are accounted in the books of accounts with a delay of few days as compared to receipts of goods due to the delayed receipt of those bills by the company for making necessary accounting entries thereby effecting the value of paid stock submitted to the bank in stock statement.
3. (a) As explained to us, the company had not granted loans to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under section 189 of the Act.
(b) Advances for Capital goods to Mahendra Dubey amounting to Rs.5 Lakhs has been made during the F.Y. 2021-22. However, no capital goods were received till the date and further amount advanced had not been refunded till yet.
(c) The company had advanced short-term loans and advances amounting to Rs. 470 Lakhs to various other entities and having outstanding balances of 625.13 lakhs as at the balance sheet date as reflected in the audit report, also necessary resolutions have been passed in the board meeting with respect of these loans. Necessary interest has also been charged on the same. These loans were advanced out of the surplus funds available with the company to earn additional interest income on the same.
4. Provisions of Section 185 and 186 of the Companies Act 2013 have been complied with in respect of loans, investments, guarantees and security.
However, the company had given short term funds to few directors, who look after the business development of the company for the purpose of incurring business development and marketing expenditure on behalf of the company which has to be subsequently ratified by the Board resolution. However, since the said expenditure were not incurred fully during FY 2024-25, the balance amount had been returned back to the company by the directors. However, cheques amounting to Rs. 90,00,000 have been received by the company during last year but remained uncleared as on the date of audit report.
Considering the nature of payment for incurring expenditure on behalf of the company and witnessing the full repayment of the same in case of non utilisation of the funds, the same has not been classified in the nature of short term loans and advances.
5. In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits in contravention of Directives issued by Reserve Bank of India and the provisions of section 73 to 76 or any other relevant provisions of the Act and the rules framed there under, where applicable. No order has been passed by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any court or any other tribunal, or
6. It has been explained to us that the maintenance of cost records has not been prescribed under section 148(1) of the Act, or
7 (a) According to the records of the company the company is generally regular in depositing with appropriate authorities undisputed statutory dues including provident fund, investor education protection fund, employees state insurance, income tax, sales tax, wealth tax, service tax, custom duty, excise duty and other material statutory dues applicable to it except employee professional tax.
However, there are following non Payment of TDS Interest on Late Payment Charges:
| Year | Interest on Late Payment |
| F.Y.2021-22 | 530 |
| F.Y. 2020-21 | 20 |
Further, Professional tax deducted from the employees salary amounting to Rs. 4,28,504 has not been deposited with state government of Gujarat.
(b) According to the information and explanations given to us, there are no dues of sales tax, income tax, custom duty, wealth tax, excise duty and cess which have not been deposited on account of any dispute.
8. During the previous year, there is no such instances or transactions that has not been recorded in books of accounts which have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).
9. (a) During the previous year, the company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender.
(b) The company has not been declared willful defaulter by any bank or financial institution or other lender.
(c) During the previous year, the company has not utilized any funds raised on short term basis for any long term purposes.
10. Pursuant to the special resolution passed on 20th December, 2024 by the members of the Company, under chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 and Section 62 and 42 of the Companies Act, 2013 read with the relevant rules framed there under, the Board of Directors at its Meeting held on 15th January, 2025 has approved the Allotment of 51,38,000 (Fifty One Lakhs Thirty Eight Thousand) convertible warrants at a Price of Rs. 106/- each on preferential basis, convertible into 51,38,000 (Fifty-One Lakhs Thirty-Eight Thousand) Equity Shares (One Equity Share for One Warrant issued) of the Company of the face value of Rs. 10/- each to the non-promoters upon receipt of minimum subscription amount as prescribed under Regulation of SEBI ICDR Regulation, 2018.
The company had realization of 25% upfront money with respect to issuance of aforesaid warrants amounting to Rs. 13,61,57,000 as per SEBI (ICDR) Regulations, 2018. Further, few of the allottees holding 6,65,000 warrants have also paid additional balance amount of 75% amounting to Rs. 3,43,58,500 during F.Y. 2024-25 and have exercised their option towards the conversion of 6,65,000 warrant into shares in the next financial year. As a result of this payment, total money received against share warrants during F.Y. 2024-25 amounts to Rs. 17,05,15,500.
11(a) Based upon the audit procedures performed and according to the information and explanations given to us, no fraud by the company or any fraud on the company by its officers or employees has been noticed or reported during the course of our audit, that causes the financial statements to be materially misstated.
(b) No whistle blower complaints have been received by the auditor during the previous year.
(c) No report has been filed by the Auditors in Form ADT - 4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules,2014 under section 143(12) of Companies Act 2013 with the Central Government during the previous year.
(d) Statement of summary of Investor Complaints filed with BSE-SME by the management:
| Particulars | Remarks |
| No. of Investor complaints pending at the beginning of the Year | 0 |
| No. of Investor complaints received during the Year | 0 |
| No. of Investor complaints disposed of during the Year | 0 |
| No. of Investor complaints unresolved at the end of the Year | 0 |
12. The company is not a Nidhi Company hence this clause is not applicable.
13. Based upon the audit procedures performed and according to the information and explanations given to us, All transactions with related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the Financial statements etc. as required by the applicable accounting standards.
14. As per regulation of SA-610 i.e. “Using the work of Internal Auditor” as provided by ICAI, we have relied on the report issued dated 14th April, 2025 of internal auditor M/s Rachna Patel & Associates appointed by the company for conducting day-to-day audit of the company. The companys standalone financial figures for the year ended March 31, 2025 have been examined by internal auditor M/s Rachna Patel & Associates and we have relied on their report for any discrepancies.
15. The company has not entered into any non-cash transactions with directors or persons connected with him.
16. The company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.
17. The Company has NOT incurred cash losses in the financial year and in the immediately preceding financial year.
18. There has been no resignation of statutory auditors of the Company during the previous year.
19.On the basis of the information available from financial statements and financial ratios derived therein, ageing and expected dates of realization of financial assets and payment of financial liabilities, and other information accompanying the financial statements, and as per our knowledge of the Board of Directors and management plans, we are of the opinion that that no material uncertainty exists as on the date of the audit report , that company is capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date.
20. The company was expected to abide with the rules of Section 135 (Corporate Social Responsibility) of the Companies Act 2013 during the F.Y.2024-25 since having net profit exceeding threshold limit of Rs. 5 Crore in previous year.
Companys CSR obligation being 2% of the last 3 years average net profit before tax as per the provision of section 135 amounts to Rs. 18,99,256.
The company to fulfill its CSR Compliance had donated Rs. 15,00,000 to the Jiva Hari Foundation registered with the state of Gujarat under the number F/21475/AHMEDABAD and has the PAN number AAETJ0292K. The company has also donated Rs. 3,99,256 to the Azad foundation Trust, which is also registered with the state of Gujarat under the CSR number: CSR00022956 and has the PAN number AAFTA6081J towards CSR compliance. Thus, company has fulfilled its CSR obligation as per section 135 of the Companies Act, 2013
21.Since there is no requirement of any Consolidated Financial Statements to be prepared by the company during the previous year, any adverse or qualified remarks of other auditors in their respective CARO Report which needs to be incorporated in CARO Report of Consolidated Financial Statements is not applicable to the company during the previous year.
| For SBMG & Co LLP |
| Chartered Accountants |
| (FRN: 127756W/W101027) Sumit Bihani, Partner |
| M No 121551 |
| UDIN: 25121551BMGYLG9326 |
| Place: Surat |
| Date: 17/05/2025 |
ANNEXURE "B” TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1(h) under Report on Other Legal and Regulatory Requirements of our report of even date) Report on the Internal Financial Controls Over Financial Reporting under Clause (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 SUNRISE EFFICIENT MARKETING LIMITED 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 management 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. 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, 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
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 issued by the Institute of Chartered Accountants of India and the Standards on auditing prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls. 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 was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal
financial controls system 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.
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 Internal Financial Controls over Financial Reporting
A companys internal financial control 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 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 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
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 the internal financial control 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
In our opinion, to the best of our information and according to the explanations given to us, 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, 2025, 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 Institute of Chartered Accountants of India.
| For SBMG & Co LLP |
| Chartered Accountants |
| (FRN: 127756W/W101027) |
| Sumit Bihani, Partner |
| M No 121551 |
| UDIN: 25121551BMGYLG9326 |
| Place: Surat |
| Date: 17/05/2025 |
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