We have audited the accompanying standalone financial statements of NiLa Spaces Limited (“the Company”),which comprises of the standalone balance sheet as at March 31, 2025, the standalone statement of Profit andLoss (including other comprehensive income), the standalone statement of changes in equity and statement ofcash flows for the year then ended, and notes to the standalone financial statements (herein after referred as“financial statement”), including a summary of significant 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 aforesaidfinancial statements give the information required by the Companies Act, 2013 (“the Act”) in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standards prescribed undersection 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”)and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March2025, and its profit, total comprehensive income, its cash flows and the changes in equity for the year ended onthat date.
We conducted our audit of the 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 inthe Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independentof the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia (ICAI) together with the ethical requirements that are relevant to our audit of the financial statementsunder the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilitiesin accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence wehave obtained is sufficient and appropriate to provide a basis for our opinion on the financial statements.
Key audit matters are those matters that, in our professional judgment, were of most significance in our auditof the Standalone Financial Statements of the current period. These matters were addressed in the context ofour audit of the Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do notprovide a separate opinion on these matters. We have determined the matters described below to be the keyaudit matters to be communicated in our report:
The key audit matter
How the matter was addressed in our audit
Ind AS 115-Revenue from contract with customers (as described in note no. 3(h) of financial statements)
Revenue from real-estate contracts is recognisedover a period of time in accordance with therequirements of Ind AS 115 using the percentage ofcompletion method. This determination is based on theproportion that contract costs actually incurred, bearto the estimated total contract cost, and requiressignificant judgements, including estimate ofbalance costs to complete, identification of contractualobligations, the company’s rights to receive paymentsfor performance completed till date, changes in scopeand consequential revised contract price.
Revenue Recognition is significant to the financialstatements based on the quantitative materiality.The application of percentage of completion methodinvolves significant judgement as explained above.Accordingly, we regard these as key audit matter.
Our Audit procedures included, among others:
• We read the accounting policy for revenuerecognition of the Company and assessedcompliance with the requirements of Ind AS 115.
• We assessed the management evaluation ofrecognising revenue from real estate contracts overa period of time in accordance with the requirementsunder Ind AS 115.
• We tested controls over revenue recognition withspecific focus on determination of percentage ofcompletion, recording of costs incurred andestimation of costs to complete the remainingcontract obligations.
• We inspected a sample of underlying customer contracts, performed retrospective assessment of costsincurred with estimated costs to identify significantvariations and assess whether those variations havebeen considered in estimating the remaining costs-to-complete and consequential determination ofstage of completion.
• We tested controls and management processes pertaining to recognition of revenue over a period oftime in case of real estate projects.
• We performed test of details, on a sample basis, andinspected the underlying customer contracts/agreements evidencing the transfer of control of the assetto the customer based on which revenue is recognised over a period of time.
• We assessed the disclosures included in financialstatements, as specified in Ind AS 115.
The Company’s Board of Directors is responsible for the preparation of the other information. The otherinformation comprises the information included in the Management Discussion and Analysis, Board’s Reportincluding Annexures to Board’s Report, Business Responsibility Report, Corporate Governance and Shareholder’sInformation, but does not include the financial statements and our auditor’s report thereon.
Our opinion on the 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 financial statements, our responsibility is to read the other information and,in doing so, consider whether the other information is materially inconsistent with the financial statements or ourknowledge 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 otherinformation; we are required to report that fact. We have nothing to report in this regard.
The Company’s management and Board of Directors are responsible for the matters stated in section 134(5) of theAct with respect to the preparation of these financial statements that give a true and fair view of the financialposition, financial performance, including other comprehensive income, changes in equity and cash flows ofthe Company in accordance with the accounting principles generally accepted in India, including the IndianAccounting Standards (Ind AS) specified under Section 133 of the Act.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisionsof the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate implementation and maintenance of accounting policies;making judgments and estimates that are reasonable and prudent; and design, implementation and maintenanceof adequate internal financial controls, that were operating effectively for ensuring the accuracy and completenessof the accounting records, relevant to the preparation and presentation of the financial statements that give atrue and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management and Board of Directors are responsible forassessing the Company’s ability to continue as a going concern, disclosing, as applicable, mattersrelated to going concern and using the going concern basis of accounting unless management eitherintends 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 Company’s financial reporting process.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are freefrom material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes ouropinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted inaccordance with SAs will always detect a material misstatement when it exists. Misstatements can arise fromfraud or error and are considered material if, individually or in the aggregate, they could reasonably be expectedto influence the economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professionalskepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient andappropriate 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 control 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 ouropinion on whether the Company has adequate internal financial controls system in place and the operatingeffectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates andrelated disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, basedon the audit evidence obtained, whether a material uncertainty exists related to events or conditions that maycast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a materialuncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in thefinancial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are basedon the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions maycause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures,and whether the financial statements represent the underlying transactions and events in a manner that achievesfair presentation.
Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makesit 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 workand in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in thefinancial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope andtiming of the audit and significant audit findings, including any significant deficiencies in internal control that weidentify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethicalrequirements regarding independence, and to communicate with them all relationships and other matters thatmay reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that wereof most significance in the audit of the financial statements of the current period and are therefore the keyaudit matters. We describe these matters in our auditor’s report unless Law or regulation precludes publicdisclosure about the matter or when, in extremely rare circumstances, we determine that a matter should notbe communicated in our report because the adverse consequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.
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 knowledgeand belief were 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 itappears from our examination of those books.
c. The balance sheet, the statement of profit and loss including other comprehensive income, the cash flowstatement and the statement of changes in equity dealt with by this Report are in agreement with thebooks of account.
d. In our opinion, the aforesaid financial statements comply with the Indian Accounting Standards specifiedunder Section 133 of the Act.
e. On the basis of the written representations received from the directors as on 31 March, 2025 taken onrecord by the Board of Directors, none of the directors is disqualified as on 31 March, 2025 from beingappointed as a director in terms of Section 164 (2) of the Act.
f. With respect to the adequacy of the internal financial controls over financial reporting of the Company andthe operating effectiveness of such controls, refer to our separate report in “Annexure A”. Our reportexpresses an unmodified opinion on the adequacy and operating effectiveness of the Company’s internalfinancial controls over financial reporting.
g. With respect to the other matters to be included in the Auditor’s Report in accordance with therequirements of section 197(16) of the Act, as amended, in our opinion and to the best of our informationand according to the explanations given to us, the remuneration paid by the Company to its directorsduring the year is in accordance with the provisions of section 197 read with Schedule V to the Act.
h. With respect to the other matters to be included in the Auditors’ Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our informationand according to the explanations given to us:
i. The Company has disclosed the impact, wherever necessary, of pending litigations on its financialposition in its financial statements - Refer Note 34 to the financial statements;
ii. The Company did not have any long-term contracts including derivatives contracts for which therewere any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investorand Protection Fund by the Company.
iv. (a) The management has represented that, to the best of its knowledge and belief, no funds(which are material either individually or in the aggregate) have been advanced or loaned orinvested (either from borrowed funds or share premium or any other sources or kind of funds) bythe company to or in any other person or entity, including foreign entity(“Intermediaries”), with theunderstanding, whether recorded in writing or otherwise, that the Intermediary shall, whether,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 thelike on behalf of the Ultimate Beneficiaries;
(b) The management has represented, that, to the best of its knowledge and belief, no funds (whichare material either individually or in the aggregate) have been received by the company from anyperson or entity, including foreign entity (“Funding Parties”), with the understanding, whetherrecorded in writing or otherwise, that the company shall, whether, directly or indirectly, lendor invest in other persons or entities identified in any manner whatsoever by or on behalf of theFunding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf ofthe Ultimate Beneficiaries; and
(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 representationsunder sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any materialmisstatement.
v. The Company has not declared or paid dividend during the year covered by our audit.
vi. Based on our examination which included test checks and confirmation from ERP vendor,the company, in respect of financial year commenced on April 01,2024, has used accountingsoftware for maintaining its books of accounts, which has a feature of recording audit trail (editlog) facility and the same has operated throughout the year for all relevant transactions recordedin the software except the audit trail feature was not available for master data changes as describedin note 44 to the financial statements. Further, during the course of our audit, we did not come acrossany instances of audit trail feature being tampered with in respect of the accounting software wheresuch feature is enabled and the audit trail has been preserved by the company as per the statutoryrequirements for records retention.
2. As required by the Companies (Auditors’ Report) Order, 2020 (“the Order”) issued by the CentralGovernment of India in terms of sub-section (11) of section 143 of the Act, we give in the AnnexureB, a statement on the matters specified in the paragraph 3 and 4 of the Order, to the extent \applicable.
Chartered Accountants
FRN: 102511W/W100298
Partner
Place: Ahmedabad Membership number: 134475
Date: 05 May 2025 ICAI UDIN: 25134475BMIVWM1308