We have audited the accompanying financial statements of THE ANDHRA PETROCHEMICALS LIMITED("the Company"), which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss(including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of CashFlows for the year ended on that date, and a summary of the material accounting policies and otherexplanatory information (hereinafter referred to as "the financial statements").
In our opinion and to the best of our information and according to the explanations given to us, theaccompanying 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 Indian Accounting Standardsprescribed under section 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 ofaffairs of the Company as at March 31, 2025, the loss and total comprehensive loss, changes in equity andits cash flows for the year ended on that date.
Basis for Opinion
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 describedin the Auditor's 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 made thereunder, and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion onthe financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significancein our audit of the financial statements of the current period. These matters were addressed inthe context of our audit of the financial statements as a whole, and in forming our opinion thereon,and we do not provide a separate opinion on these matters. We have determined the mattersdescribed below to be the key audit matters to be communicated in our report.
SL.
No.
Key Audit ^Matter
Ho'w our audit addressed the Key Audit^4atter
1
Valuation of Investments in Unquoted Equity Shares of Andhra Pradesh Gas PowerCorporation Ltd (APGPCL)
The valuation of the investments involvesjudgement and continues to be an area ofinherent risk because quoted prices are notreadily available.
As per the MOU between the APGPCL and itsshareholders, each shareholder is entitled toreceive power generated in proportion to itsshareholding at cost of generation plus 20% ofits overheads which is substantially lower thatthe price charged by DISCOMs.
In the absence of any transfer of shares ofAPGPCL during the year under audit the fairvalue of the shares has been determined byusing "discounted cash flo^" method in respectof savings in cost of power in future years.
Refer Note 3.2 to the Financial Statements
We assessed the managements' approachto valuation for these investments byperforming the following procedures:
• We have verified data inputs used in thevaluation models based on historicaltrends.
• We evaluated the methodology andassumptions used by management,including reasonableness of the discountedcash flows, growth rate and discount rateapplied by comparing it with the IndianGovernment Bond rate for a si^ailar period.
• We tested the calculation of the fair valuebased on the assumptions applied.
• We found the disclosures in the financialstatements to be appropriate
Conclusion : Based on the work performedand the evidence obtained, we consider themethodology and assumptions used bymanagement to be appropriate.
2
Estimation of decommissioning and restoration provisions
The determination and valuation of provision ishighly judgmental by its nature, as they arecalculated based on assumptions that areimpacted by future activities and the legislativeenvironment in which the company operates.
Refer Note 2.38 to the Financial Statements
Our audit procedures to assess thedecommissioning provision included thefollowing:
• We assessed the valuation methodology
• We evaluated the reasonableness of keyassumptions applied by the management tocalculate the provisions.
• We tested the calculation of theprovisions.
• We checked the accuracy and relevanceof the input data used.
• We found the disclosures in the financialstatements to be appropriate.
Conclusion: Based on the work performed,^e found management's assessment to bereasonable based on available evidence.
3
Esti^aation of Lease liability
Measurement of lease liability for the land takenon lease fro^a Visakhapatnam Port Trust (VPT)involves significant judgement, as they arecalculated based on terms & conditions of thetender floated by VPT and the financial bidsubmitted against the tender, which was lateron cancelled and issued for re-tender. Due to itsvast nature, even small changes in the terms ofthe lease agreement can have a material impacton the estimated lease liability and right of useasset.
Refer Note 2.42 to the Financial Statements
Our audit procedures, among othersincluded the following:
• We obtained an understanding of theterms and conditions of the VPT's Landrenewal lease policy "e-Tender cu^a e-Auction" to evaluate the appropriateness ofkey assumptions applied.
• We have gone through the order fromHon'ble High Court of Andhra Pradeshallowing the writ petition filed by thecompany against the cancellation of tenderfor land lease dated 16.08.2020 andsupporting evidence of lease rentalpayments to evaluate the reasonableness ofthe managements' judgment that the leasewill be allotted to the APL.
• We assessed the methodology adoptedand assumptions used by management,including reasonableness of the discountedcash flo^s and discount rate applied.
Conclusion: Based on the work performed,we found management's estimation to bereasonable based on available evidence.
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'sReport including Annexures to Board's Report, Business Responsibility Report, Corporate Governanceand Shareholder's Information, but does not include the financial statements and our auditor's reportthereon.
Our opinion on the financial statements does not cover the other information and we do not express anyform of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other informationand, in doing so, consider whether the other information is materially inconsistent with the financialstatements, or our knowledge obtained during the course of our audit or otherwise appears to be materiallymisstated.
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.
Management's Responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act withrespect to the preparation of these financial statements that give a true and fair view of the financial position,financial performance, total comprehensive income, changes in equity and cash flows of the Company inaccordance with the Ind AS and other accounting principles generally accepted in India. This responsibilityalso includes maintenance of adequate accounting records in accordance with the provisions of the Act forsafeguarding 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 arereasonable and prudent; and design, implementation and maintenance of adequate internal financialcontrols, that were operating effectively for ensuring the accuracy and completeness of the accountingrecords, relevant to the preparation and presentation of the financial statements that give a true and fairview and are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company's ability tocontinue as a going concern, disclosing, as applicable, matters related to going concern and using the goingconcern basis of accounting unless management either intends to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so.
The Board of Directors is responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements are free frommaterial 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 arisefrom fraud or error and are considered material if, individually or in the aggregate, they could reasonablybe expected to 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 tofraud or error, design and perform audit procedures responsive to those risks, and obtain auditevidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detectinga material misstatement resulting from fraud is higher than for one resulting from error, as fraudmay involve collusion, forgery, intentional omissions, misrepresentations, or the override of internalcontrol.
• Obtain an understanding of internal financial controls relevant to the audit in order to design auditprocedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we arealso responsible for expressing our opinion on whether the Company has adequate internal financialcontrols system in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accountingand, based on the audit evidence obtained, whether a material uncertainty exists related to eventsor 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 ourauditor's report to the related disclosures in the financial statements or, if such disclosures areinadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained upto the date of our auditor'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 financial statements, including thedisclosures, and whether the financial statements represent the underlying transactions and eventsin a manner that achieves fair presentation.
• Materiality is the magnitude of misstatements in the financial statements that, individually or inaggregate, makes it probable that the economic decisions of a reasonably knowledgeable user ofthe financial statements may be influenced. We consider quantitative materiality and qualitativefactors in (i) planning the scope of our audit work and in evaluating 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 scopeand timing of the audit and significant audit findings, including any significant deficiencies in internalcontrol that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence, and to communicate with them all relationships and othermatters that may reasonably be thought to bear on our independence, and where applicable, relatedsafeguards.
From the matters communicated with those charged with governance, we determine those matters thatwere of most significance in the audit of the financial statements of the current period and are therefore thekey audit matters. We describe these matters in our auditor's report unless law or regulation precludespublic disclosure about the matter or when, in extremely rare circumstances, we determine that a mattershould not be communicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2020 ("the Order") issued by the CentralGovernment in terms of Section 143(11) of the Act, we give in "Annexure- A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order.
2. 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, Statementof Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with therelevant books of account.
d) In our opinion, the aforesaid financial statements comply with the Ind AS specified under Section 133 ofthe Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) On the basis of the written representations received from the directors as on March 31, 2025, taken onrecord by the Board of Directors, none of the directors is disqualified as on March 31, 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 Companyand the operating effectiveness of such controls, refer to our separate Report in "Annexure B". 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:
The company has neither paid nor provided any remuneration to any of the Directors of the company.Accordingly, the question of reporting under the provisions of section 197(16) of the Act does not arise.
h) 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 informationand according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its financialstatements. (Refer Note no. 2.36 to the Financial Statements)
ii. The Company did not have any long -term contracts including derivative contracts for which therewere any material foreseeable losses.
iii. There were no amounts which were 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, as disclosed in thenote 2.48(e) to the accounts, no funds have been advanced or loaned or invested (either fromborrowed funds or share premium or any other sources or kind of funds) by the Company to or inany other person(s) or entity(i.e.), including foreign entities ("Intermediaries"), with theunderstanding, whether recorded in writing or otherwise, that the Intermediary shall, directly orindirectly lend or invest in other persons or entities identified in any manner whatsoever by or onbehalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like onbehalf of the Ultimate Beneficiaries.
b. The Management has represented, that, to the best of its knowledge and belief, as disclosed inthe note 2.48(e) to the accounts, no funds have been received by the Company from any person(s)or entity(i. e), including foreign entities ("Funding Parties"), with the understanding, whetherrecorded in writing or otherwise, that the Company shall, 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 performed that have been considered reasonable and appropriatein the circumstances, nothing has come to our notice that has caused us to believe that therepresentations under sub-clause (i) and (ii) of Rule 11(e) contain any material misstatement.
v. The final dividend paid by the Company during the year in respect of the same declared for theprevious year is in accordance with section 123 of the Companies Act 2013 to the extent it applies topayment of dividend.
vi. Based on our examination which included test checks, the company has used an accounting softwarefor maintaining its books of account which has a feature of recording audit trail (edit log) facilityand the same has operated throughout the year for all relevant transactions recorded in the software.Further, during the course of our audit we did not come across any instance of audit trail featurebeing tampered with. Additionally, the audit trail has been preserved by the company as per thestatutory requirements for record retention.
For C V RAMANA RAO & CO.,
Chartered AccountantsFirm Reg. No. 002917S
Camp: HyderabadDate: 24.05.2025
(G Rajasekhar)
Partner
Membership No.236023UDIN: 25236023BMKXVT7844