We have audited the standalone financial statements of Berger Paints India Limited (the “Company”) which comprise thestandalone balance sheet as at 31 March 2026, and the standalone statement of profit and loss (including other comprehensiveincome), standalone statement of changes in equity and standalone statement of cash flows for the year then ended, and notesto the standalone financial statements, including 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 standalone financialstatements give the information required by the Companies Act, 2013 (“Act”) in the manner so required and give a true and fairview in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31stMarch 2026, and its profit and other comprehensive income, changes in equity and its cash flows for the year ended on that date.
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Ourresponsibilities under those SAs are further described in the Auditor's Responsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by theInstitute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the standalonefinancial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilitiesin accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our opinion on the standalone financial statements.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalonefinancial 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, and we do not provide a separate opinion on these matters.
Revenue recognition
See Note 34 to standalone financial statements
The key audit matter
How the matter was addressed in our audit
The Company recognises revenue from the sale of products whencontrol over goods is transferred to customers and are accounted fornet of applicable discounts and rebates.
The terms of sales arrangements, including the timing of transferof control, based on the terms of relevant contracts and nature ofdiscount and rebates arrangements, create complexities that requirejudgement in determining sales revenue.
Owing to the multiplicity of the Company’s products, volume of salestransactions, size of distribution network and varied terms of salesarrangements, revenue recognised closer to year-end is determinedto be an area involving significant risk requiring significant auditorattention and is therefore considered to be a key audit matter.
Our audit procedures included the following:
• Obtained an understanding of the Company’s process of revenuerecognition and evaluated the appropriateness of accountingpolicy adopted by the Company in accordance with the applicableaccounting standards.
• Evaluated the design and implementation and tested the operatingeffectiveness of the relevant key internal controls over revenuerecognition, including general information technology (IT) controlsand key IT application controls implemented by the Companyfor recognition and measurement of revenue in accordance withunderlying customer contracts and accounting policies.
• Performed test of details by selecting samples of revenuetransactions from specific period before and after the reporting date.For such samples selected, verified the underlying documents,which included sales invoices / contracts and dispatch / shippingdocuments to ensure revenue is booked with accurate amount andin the correct reporting period.
• Assessed the appropriateness and adequacy of the relateddisclosures in the standalone financial statements of the Companyin accordance with the applicable accounting standards.
The Company's Management and Board of Directors are responsible for the other information. The other informationcomprises the information included in the Company's annual report, but does not include the financial statements and auditor'sreport thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form ofassurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doingso, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledgeobtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we concludethat there is a material misstatement of this other information, we are required to report that fact. We have nothing to report inthis regard.
The Company's Management and Board of Directors are responsible for the matters stated in Section 134(5) of the Actwith respect to the preparation of these standalone financial statements that give a true and fair view of the state of affairs,
profit/ loss and other comprehensive income, changes in equity and cash flows of the Company in accordance with the accountingprinciples generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 ofthe Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of theAct for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection andapplication 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 accuracyand completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statementsthat give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Management and Board of Directors are responsible for assessing theCompany's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the goingconcern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or hasno realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the Company's financial reporting process.
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free frommaterial misstatement, whether due to fraud 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 conducted in accordance with SAs will always detecta material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually orin the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of thesestandalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughoutthe 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 appropriateto provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than forone resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override ofinternal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriatein the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whetherthe company has adequate internal financial controls with reference to financial statements in place and the operatingeffectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and relateddisclosures made by the Management and Board of Directors.
• Conclude on the appropriateness of the Management and Board of Directors use of the going concern basis of accountingin preparation of standalone financial statements and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a goingconcern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to therelated disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Ourconclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events orconditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, andwhether the standalone financial statements represent the underlying transactions and events in a manner that achieves fairpresentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the auditand significant audit findings, 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 requirementsregarding independence, and to communicate with them all relationships and other matters that may reasonably be thought tobear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significancein the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe thesematters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rarecircumstances, we determine that a matter should not be communicated in our report because the adverse consequences ofdoing so would reasonably be expected to outweigh the public interest benefits of such communication.
The standalone financial statements of the Company for the year ended 31 March 2025 were audited by the predecessor auditorwho had expressed an unmodified opinion on 14 May 2025.
1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the Central Government of India interms of Section 143(11) of the Act, we give in the “Annexure A” a statement on the matters specified in paragraphs 3 and4 of the Order, to the extent applicable.
2. 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 werenecessary for the purposes of our audit.
b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears fromour examination of those books.
c. The standalone balance sheet, the standalone statement of profit and loss (including other comprehensive income), thestandalone statement of changes in equity and the standalone statement of cash flows dealt with by this Report are inagreement with the books of account.
d. In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 ofthe Act.
e. On the basis of the written representations received from the directors as on 31 March 2026 and 1 April 2026 taken onrecord by the Board of Directors, none of the directors are disqualified as on 31 March 2026 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 with reference to financial statements of the Company andthe operating effectiveness of such controls, refer to our separate Report in “Annexure B”.
B. With respect to the other matters to be included in the Auditor's 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:
a. The Company has disclosed the impact of pending litigations as at 31 March 2026 on its financial position in itsstandalone financial statements - Refer Note 48 to the standalone financial statements.
b. The Company did not have any long-term contracts including derivative contracts for which there were any materialforeseeable losses.
c. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and ProtectionFund by the Company.
d. (i) The management has represented that, to the best of its knowledge and belief, as disclosed in the Note 55A(vii) to
the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed fundsor share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies),including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that theIntermediary shall directly or indirectly lend or invest in other persons or entities identified in any manner whatsoeverby or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf ofthe Ultimate Beneficiaries.
(ii) The management has represented that, to the best of its knowledge and belief, as disclosed in the Note 55A(viii) tothe standalone financial statements, no funds have been received by the Company from any person(s) or entity(ies),including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, thatthe Company shall directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoeverby or on behalf of the Funding Parties (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalfof the Ultimate Beneficiaries.
(iii) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, nothinghas come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule11(e), as provided under (i) and (ii) above, contain any material misstatement.
e. The final dividend paid by the Company during the year, in respect of the same declared for the previous year, is inaccordance with Section 123 of the Act to the extent it applies to payment of dividend.
As stated in Note 33 to the standalone financial statements, the Board of Directors of the Company have proposedfinal dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting.The dividend declared is in accordance with Section 123 of the Act to the extent it applies to declaration of dividend.
f. Based on our examination which included test checks, the Company has used accounting softwares for maintainingits books of account which have a feature of recording audit trail (edit log) facility and the same has operatedthroughout the year for all relevant transactions recorded in the respective softwares. Further, during the course ofour audit, we did not come across any instance of audit trail feature being tampered with. Additionally, where audittrail (edit log) facility was enabled and operated in previous years, the audit trail has been preserved by the Companyas per the statutory requirements for record retention.
C. With respect to the matter to be included in the Auditor's Report under Section 197(16) of the Act:
In our opinion and according to the information and explanations given to us, the remuneration paid by the Companyto its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remunerationpaid to any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of CorporateAffairs has not prescribed other details under Section 197(16) of the Act which are required to be commentedupon by us.
Chartered Accountants
Firm's Registration No.:101248W/W-100022
Partner
Place of Signature: New Delhi Membership No.: 055757
Date: May 12, 2026 ICAI UDIN:26055757MMHXXN6027