We have audited the accompanying standalone financial statements of Diana Tea Company Limited ("the Company"),which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including Other ComprehensiveIncome), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and asummary of the material accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalonefinancial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required andgive a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act readwith the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principlesgenerally accepted in India, of the state of affairs of the Company as at March 31, 2025, the loss and total comprehensiveloss, changes in equity and its cash flows 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 Auditor'sResponsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of theCompany in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) togetherwith the independence requirements that are relevant to our audit of the standalone financial statements under theprovisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordancewith these requirements and the ICAI's Code of Ethics. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our audit opinion on the standalone financial statements.
Emphasis of Matter
We draw attention to followings:
a) The company has not made provision for part of gratuity liability as per actuarial valuation as per Ind AS 19 - EmployeeBenefits.
Our Opinion is not modified in respect of above matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of thestandalone financial statements of the current period. These matters were addressed in the context of our audit of thestandalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinionon these matters. We have determined the matter described below to be the key audit matters to be communicated in ourreport.
Sr. No.
Key Audit Matter (KAM)
Auditors' Response
1
Estimation of Useful Life of Bearer PlantsUseful life of Bearer Plants requires themanagement to exercise significant judgementin relation to the estimate thereof. Nature,timing and likelihood of changes to the naturalfactors may affect the useful life expectancy ofthe assets and therefore could have a materialimpact on the depreciation expense for theyear. As per the Ind AS 16 - "Property, Plantand Equipment", the management reviews theestimated useful life and the residual value ofBearer Plants annually and adjust for changes,where appropriate. Accordingly, the matter hasbeen identified as key audit matter
• Assessed the management's estimates of the useful life ofBearer Plants with reference to: (1) the consistency withthe Company's pattern of economic benefits embodiedin such assets and future operating plans includingacquisitions and requirements of the Bearer Plants; (2)the comparison to the useful life estimates adopted bythe comparable tea producers; and (3) consideration ofthe Company's historical experience.
• Evaluated the assumptions and critical judgementsused by the management through testing of underlyingdocuments / details.
• Assessed the related disclosures included in the standaloneInd AS financial statements in this regard.
Information Other than the Standalone Financial Statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the preparation of the other information. The other informationcomprises the information included in the Management Discussion and Analysis, Board's Report including Annexures toBoard's Report, and Shareholder's Information, but does not include the standalone financial statements and our auditor'sreport thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any formof assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and,in doing so, consider whether the other information is materially inconsistent with the standalone financial statements orour knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information; weare required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged With Governance for the Standalone Financial Statement
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to thepreparation of these standalone financial statements that give a true and fair view of the financial position, financialperformance, total comprehensive loss, changes in equity and cash flows of the Company in accordance with the Ind AS andother accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing anddetecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgmentsand estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financialcontrols, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevantto the preparation and presentation of the standalone financial statements that give a true and fair view and are free frommaterial misstatement, whether due to fraud or error.
In preparing the standalone financial statements, Board of Directors is responsible for assessing the Company's abilityto continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realisticalternative but to do so.
Auditor's Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are freefrom material misstatement, whether due to fraud or error, and to issue an auditor's 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 SAswill always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are consideredmaterial if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of userstaken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraudor error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficientand appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting fromfraud 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 areappropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinionon whether the Company has adequate internal financial controls system in place and the operating effectiveness ofsuch controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and relateddisclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on theaudit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significantdoubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we arerequired to draw attention in our auditor's report to the related disclosures in the standalone financial statements or,if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtainedup to the date of our auditor's report. However, future events or conditions may cause the Company to cease tocontinue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including thedisclosures, and whether the standalone financial statements represent the underlying transactions and events in amanner that achieves fair presentation.
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate,makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may beinfluenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and inevaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing ofthe audit and significant audit findings, including any significant deficiencies in internal control that we identify during ouraudit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirementsregarding independence, and to communicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence, and where applicable, related safeguards.
Report on Other Legal and Regulatory Requirements
1. As required by Section 143(3) of the Act, based on our audit we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and beliefwere 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 appearsfrom our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement ofChanges in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the relevantbooks of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) The matter described in Emphasis of Matters paragraph above, in our opinion, may not have an adverse effecton the functioning of the Company.
f) On the basis of the written representations received from the directors as on March 31, 2025 taken on recordby the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as adirector in terms of Section 164 (2) of the Act.
g) With respect to the adequacy of the internal financial controls over financial reporting of the Company and theoperating effectiveness of such controls, refer to our separate Report in "Annexure A". Our report expresses anunmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controlsover financial reporting.
h) With respect to the other matters to be included in the Auditors' Report in accordance with the requirements ofsection 197(16) of the Act, as amended, In our opinion and to the best of our information and according to theexplanations given to us, the remuneration paid by the Company to its directors during the year is in accordancewith the provisions of section 197 of the Act.
i) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information andaccording 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 anymaterial foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education andProtection Fund by the Company.
iv) (a) The Management has represented that, to the best of its knowledge and belief, no funds (which arematerial either individually or in the aggregate) have been advanced or loaned or invested (eitherfrom borrowed funds or share premium or any other sources or kind of funds) by the Company toor in any other person or entity, including foreign entity ("Intermediaries"), with the understanding,whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectlylend or invest in other persons or entities identified in any manner whatsoever by or on behalf of theCompany ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of theUltimate Beneficiaries;
(b) The Management has represented, that, to the best of its knowledge and belief, no funds (which arematerial either individually or in the aggregate) have been received by the Company from any personor entity, including foreign entity ("Funding Parties"), with the understanding, whether recordedin writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of the Funding Party("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the UltimateBeneficiaries;
(c) Based on the audit procedures that have been considered reasonable and appropriate in thecircumstances, nothing has come to our notice that has caused us to believe that the representations
under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any materialmisstatement.
v) As stated in Note No.35 to the financial statements the Company has not declared or paid any dividendduring the year, therefore compliance of the provision under section 123 of the Companies Act, 2013 is notapplicable.
vi) Based on our examination, which included test checks, the Company has used accounting software systemsfor maintaining its books of account for the financial year ended March 31, 2025 which have the featureof recording audit trail (edit log) facility and the same has operated throughout the year for all relevanttransactions recorded in the software systems. Further, during the course of our audit we did not comeacross any instance of the audit trail feature being tampered with and the audit trail has been preserved bythe Company as per the statutory requirements for record retention.
2. As required by the Companies (Auditor's Report) Order, 2020 ("the Order") issued by the Central Government interms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified in paragraphs3 and 4 of the Order.
For B Nath & Co
Chartered Accountants(Firm's Registration No. 307057E)
Sd/-
Gaurav More
Partner
Place: Kolkata (Membership No. 306466)
Date: May 29, 2025 UDIN- 25306466BMOSBH7013