We have audited the standalone financial statements of VALENCIA NUTRITION LIMITED("the Company"), which comprise the balance sheet as at 31st March 2025, and thestatement of Profit and Loss, and statement of cash flows for the year then ended, andnotes to the financial statements, including a summary of significant accountingpolicies and other explanatory information. (Hereinafter referred to as the "standalonefinancial statements.")
In our opinion and to the best of our information and according to the explanationsgiven to us, the aforesaid Standalone financial statements give the informationrequired by the Companies Act, 2013 ("the Act") in the manner so required and give atrue and fair view in conformity with the accounting principles generally accepted inIndia, of the state of affairs of the Company as at March 31, 2025, and its profit and itscash flows for the year ended on that date.
2. Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act, 2013. Our responsibilities under thoseStandards are further described in the Auditor's Responsibilities for the Audit of thestandalone Financial Statements section of our report. We are independent of theCompany in accordance with the Code of Ethics issued by the Institute of CharteredAccountants of India together with the ethical requirements that are relevant to ouraudit of the financial statements under the provisions of the Companies Act, 2013 andthe Rules thereunder, and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for ouropinion.
3. Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of mostsignificance in our audit of the standalone financial statements of the current period.These matters were addressed in the context of our audit of the standalone financialstatements as a whole, and in forming our opinion thereon, we do not provide aseparate opinion on these matters. We have determined the matters described belowto be the key audit matters to be communicated in our report.
Sr.
No.
Key Audit Matters
Auditor's Responses
1
Existence and Valuation ofInventories including thoseheld with Third Parties:
The Company holds aportion of its inventory atvarious vendor locations whoprovide processing servicesto the Company. During theyear, confirmations werereceived from such third-party processors for theinventory held by them onbehalf of the Company. Thismatter was significant to ouraudit due to a substantialincrease in the value ofinventories at the year end.
Principal Audit Procedures:
Our audit approach was a combination oftest of internal controls and substantiveprocedures which included the following:
• Obtained signed confirmationsdirectly from the third-partycustodians of the inventory,confirming the quantities held attheir locations. In addition to third-party confirmations, corroborativewe also sought information from themanagement to ensure consistencyand accuracy in the reportedbalances.
• Valuation of the inventory held atthird-party locations was tested byreviewing the respective purchaseinvoices and cost sheets for finishedproducts. We compared the pricesrecorded in the financial statementswith the underlying purchaseinvoices / cost sheets to verify thatthe inventory was valued inaccordance with the Company'saccounting policies.
• We inquired with management toassess their oversight and control
over third-party inventory and toidentify any potential risks.
4. Information Other than the Financial Statements and Auditor's ReportThereon
The Company's Board of Directors is responsible for the preparation of the otheinformation. The other information comprises the information included in the AnnualReport but does not include the standalone financial statements and our auditor'sreport thereon. The Annual Report is expected to be made available to us after the dateof this Auditor's report.
Our opinion on the financial statements does not cover the other information and wedo not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read theother information and, in doing so, consider whether the other information is materiallyinconsistent with the standalone financial statements or our knowledge obtainedduring 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 materialmisstatement of this other information, we are required to report this fact. We havenothing to report in this regard.
5. Responsibilities of Management for Financial Statements
The Company's 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 thesestandalone financial statements that give a true and fair view of the financial position,financial performance, and cash flows of the Company in accordance with theaccounting principles generally accepted in India, including the accounting standardsspecified under Section 133 of the Act. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act forsafeguarding of the assets of the Company and for preventing and detecting fraudsand 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 accountingrecords, relevant to the preparation and presentation of the standalone financialstatements 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 forassessing the Company's ability to continue as a going concern, disclosing, asapplicable, matters related to going concern and using the going concern basis ofaccounting unless management either intends to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing the Company's financialreporting process.
6. Auditor's Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalonefinancial statements as a whole are free from material misstatement, whether due tofraud or error, and to issue an auditor's report that includes our opinion. Reasonableassurance is a high level of assurance but is not a guarantee that an audit conductedin accordance with SAs will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if, individuallyor in the aggregate, they could reasonably be expected to influence the economicdecisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment andmaintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financialstatements, whether due to fraud or error, design and perform auditprocedures responsive to those risks, and obtain audit evidence that issufficient and appropriate to provide a basis for our opinion. The risk of notdetecting a material misstatement resulting from fraud is higher than for oneresulting from error, as fraud may involve collusion, forgery, intentionalomissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial controls relevant to the audit inorder to design audit procedures that are appropriate in the circumstances.Under section 143(3) (i) of the Act, we are also responsible for expressing ouropinion on whether the Company has adequate internal financial controlssystem in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures made bymanagement.
• Conclude on the appropriateness of management's use of the going concernbasis of accounting and, based on the audit evidence obtained, whether amaterial uncertainty exists related to events or conditions that may castsignificant doubt on the Company's ability to continue as a going concern. Ifwe conclude that a material uncertainty exists, we are required to drawattention in our auditor's report to the related disclosures in the financialstatements or, if such disclosures are inadequate, to modify our opinion. Ourconclusions are based on the audit evidence obtained up to the date of ourauditor's report. However, future events or conditions may cause the Companyto cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financialstatements, including the disclosures, and whether the financial statementsrepresent the underlying transactions and events in a manner that achievesfair presentation.
We communicate with those charged with governance regarding, among othermatters, the planned scope and timing of the 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 havecomplied with relevant ethical requirements regarding independence, and tocommunicate with them all relationships and other matters that may reasonably bethought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determinethose matters that were of most significance in the audit of the standalone financialstatements of the current period and are therefore the key audit matters. We describethese matters in our auditor's report unless law or regulation precludes publicdisclosure about the matter or when, in extremely rare circumstances, we determinethat a matter should not be communicated in our report because the adverseconsequences of doing so would reasonably be expected to outweigh the benefits ofpublic interest such communication.
7. Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor's Report) Order, 2020 ("the Order")
issued by the Central Government of India in terms of sub-section (11) of
Section 143 of the Act, we give in the Annexure "B" a statement on the matters
specified in paragraphs 3 and 4 of the Order, to the extent applicable.
As required by section 143(3) of the Act, we report that:
a) We have sought and obtained all the information and explanations whichto the best of our knowledge and belief were necessary for the purpose ofour audit;
b) In our opinion proper books of account as required by law have been keptby the Company so far as appears from our examination of those books;
c) The Balance Sheet, Statement of Profit and Loss and Cash Flow Statementdealt with by this Report are in agreement with the books of account;
d) In our opinion, the aforesaid financial statements comply with theapplicable Accounting Standards specified under Section 133 of the Act.
e) On the basis of the written representations received from the directors ason 31st March, 2025 taken on record by the Board of Directors, none of thedirectors is disqualified as on 31st March, 2025 from being appointed as adirector in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls overfinancial reporting of the Company and the operating effectiveness ofsuch controls, refer to our separate Report in "Annexure A". Our reportexpresses an unmodified opinion on the adequacy and operatingeffectiveness of the Company's internal financial controls over financialreporting.
g) With respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of Section 197(16) of the Act, asamended, in our opinion and to the best of our information and accordingto the explanations given to us, the remuneration paid by the Company toits directors during the year is in accordance with the provisions of Section197 of the Act.
h) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules,2014, in our opinion and to the best of our information and according tothe explanation given to us:
i. The company has disclosed the impact of pending litigations onits financial position in its financial statements.
ii. The company did not have any long-term contracts includingderivative contracts for which there were any materialforeseeable losses;
iii. There are no amounts required to be transferred, to the InvestorEducation and Protection Fund by the Company.
iv. The management has represented that, to the best of it'sknowledge and belief, other than as disclosed in the notes to theaccounts, no funds have been advanced or loaned or investedby the company to or in any other person(s) or entity(ies),including foreign entities ("Intermediaries"), with theunderstanding, whether recorded in writing or otherwise, that theIntermediary shall, whether, directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever byor on behalf of the Company ("Ultimate Beneficiaries") or provideany guarantee, security or the like on behalf of the Ultimate
Beneficiaries.
v. The management has represented, that, to the best of itsknowledge and belief, other than as disclosed in the notes to theaccounts, no funds has been received by the company from anyperson(s) or entity(ies), including foreign entities ("FundingParties"), with the understanding, whether recorded in writing orotherwise, that the Company shall, whether, directly or indirectly,lend or invest in other persons or entities identified in any mannerwhatsoever by or on behalf of the Funding Party ("UltimateBeneficiaries") or provide any guarantee, security or the like onbehalf of the Ultimate Beneficiaries
vi. Based on such audit procedures that we have consideredreasonable and appropriate in the circumstances, nothing hascome to our notice that has caused us to believe that therepresentations under sub-clause (iv) and (v) contain anymaterial mis-statement.
vii. The company has not declared or paid any dividend during theyear.
viii. Based on our examination, which includes test checks, theCompany has used accounting software for maintaining itsbooks of account for the financial year ended March 31, 2025which has a feature of recording audit trail (edit log) facility andthe same has operated throughout the year for all relevanttransactions recorded in the software's. Further, during thecourse of our audit we did not come across any instance of theaudit trail feature being tampered with and the audit trail hasbeen preserved by the Company as per the statutoryrequirements for record retention
FOR SHAH & MODICHARTERED ACCOUNTANTSFIRM REGISTRATION NO.: 112426W