We have audited the accompanying standalonefinancial statements of Aarti Surfactant Limited (the“Company”), which comprise the Balance Sheet as at 31March 2025, the Statement of Profit and Loss (includingthe statement on Other Comprehensive Income), theStatement of Changes in Equity and the Statement ofCash Flows for the year ended on that date and notesto the financial statements (including summary of thematerial accounting policies and other explanatoryinformation (hereinafter referred to as the “standalonefinancial statements”).
In our opinion and to the best of our information andaccording to the explanations given to us, the aforesaidstandalone financial statements give the informationrequired by the Companies Act, 2013 (the “Act”) inthe manner so required and give a true and fair viewin conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules, 2015,as amended, (“Ind AS”) and other accounting principlesgenerally accepted in India, of the state of affairs of theCompany as at 31 March 2025 and its profit, and totalcomprehensive income, changes in equity and its cashflows for the year ended on that date.
Basis of Opinion
We conducted our audit of the standalone financialstatements in accordance with the Standards onAuditing (SAs) specified under section 143(10) of theAct. Our responsibilities under those standards arefurther described in the Auditor’s Responsibilities for theaudit of the standalone financial statements sectionof our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Instituteof Chartered Accountants of India (“ICAI”) together withthe independence requirements that are relevant to ouraudit of the standalone financial statements under theprovisions of the Act and the Rules made thereunder,and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the ICAI’s Codeof Ethics. We believe that the audit evidence obtained byus is sufficient and appropriate to provide a basis for ouraudit opinion on the standalone financial statements.
Key audit matters are those matters that, in ourprofessional judgment, were of most significance in ouraudit of the standalone financial statements of the currentperiod. These matters were addressed in the context ofour audit of the standalone financial statements as awhole and in forming our opinion thereon, and we do notprovide a separate opinion on these matters. We havedetermined the matters described below to be the keyaudit matters to be communicated in our report.
Key Audit Matters
Auditors’ Response
Assessment of Contingent liabilities and Provisions (ReferNote No. 33 to the Standalone Financial Statements):
The Company is subject to assessment proceedings fromtime to time with direct and indirect tax authorities. As of 31stMarch 2025, while the Company has not made provisionsfor certain direct and indirect tax matters, it has paid certainamounts under protest, which are presented as ‘Other Non¬Current Assets’ due to the uncertainty regarding the timingof their resolution, and has disclosed a contingent liability ofRs. 1,185.84 lakhs (FY 2024: Rs. 1,264.03 lakhs).
Our audit procedures, amongst others, include thefollowing:
• Understanding and evaluating the processes andcontrols designed and implemented by managementfor the assessment of tax and other legal matters,including testing the operating effectiveness of therelevant controls.
• Enquiring with relevant personnel of the Companyto obtain a comprehensive list of all matters underlitigation and assessment proceedings.
There is a significant level of management judgementinvolved in estimating the probable outflow of economicresources and the appropriate level of provisioningand/or disclosure required in the standalone financialstatements. Management’s assessment is supportedby advice from independent tax and legal consultants,where considered necessary by management. Anyunexpected adverse outcomes could significantly impactthe Company’s reported profit and financial position.
We considered this area as a key audit matter due to theinherent uncertainty related to the outcome of these taxand legal matters and the application of judgement in theinterpretation of applicable laws.
• Obtaining detailed information on litigation matters,reviewing supporting evidence, and criticallyassessing management’s evaluation throughdiscussions with management on both the likelihoodof outcomes and the magnitude of potentialeconomic outflows of resources.
• Assessing the current status of ongoing taxassessments and other legal proceedings.
• Reviewing recent orders and/or communicationsreceived from relevant tax authorities andmanagement’s responses to such communications.
• Where relevant, examining independent tax/legaladvice obtained by management and evaluating thebasis and reasoning presented therein.
• Evaluating the independence, objectivity, andcompetence of management’s external tax/legal consultants.
• In conjunction with the auditor’s tax experts, assessingmanagement’s evaluation of the likelihood ofvarious outcomes and potential financial exposurefor each matter.
• Testing the mathematical accuracy of calculationswhere provisions have been recorded.
• Evaluating the appropriateness of accountingtreatment, presentation, and adequacy of disclosuresin the standalone financial statements in accordancewith applicable accounting standards.
The Company's Board of Directors is responsible forthe preparation of the other information. The otherinformation comprises information included in theManagement Discussion and Analysis, Board's Reportincluding annexures thereto, Corporate GovernanceReport, and Shareholder Information, but does notinclude the standalone financial statements and ourauditor's report thereon, which we expect to be madeavailable to us after the date of this auditor's report. Ouropinion on the standalone financial statements does notcover the other information, and we do not express anyform of assurance conclusion thereon.
In connection with our audit of the standalone financialstatements, our responsibility is to read the other informationidentified above and, in doing so, consider whether the otherinformation is materially inconsistent with the standalonefinancial statements or our knowledge obtained in theaudit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the otherinformation obtained prior to the date of this auditor'sreport, we conclude that there is a material misstatementof this other information, we are required to report thatfact. We have nothing to report in this regard.
When we read the additional information mentionedabove that will be included in the Annual Report, if weconclude that there is a material misstatement therein,we are required to communicate the matter to thosecharged with governance and take appropriate actionas applicable under the relevant laws and regulations.
The Company's Board of Directors is responsible for thematters stated in section 134(5) of the Act with respect tothe preparation of these standalone financial statementsthat give a true and fair view of the financial position,
financial performance, including other comprehensiveincome, changes in equity and cash flows of theCompany in accordance with the Ind AS and otheraccounting principles generally accepted in India.
This responsibility also includes maintenance ofadequate accounting records in accordance with theprovisions of the Act for safeguarding the assets of theCompany and for preventing and detecting fraudsand other irregularities; selection and application ofappropriate accounting policies; making judgementsand estimates that are reasonable and prudent; anddesign, implementation and maintenance of adequateinternal financial controls, that were operating effectivelyfor ensuring the accuracy and completeness of theaccounting records, relevant to the preparation andpresentation of the standalone financial statementsthat give a true and fair view and are free from materialmisstatement, whether due to fraud or error.
In preparing the standalone financial statements, theManagement is responsible for assessing the ability ofthe Company to continue as a going concern, disclosing,as applicable, matters related to going concern andusing the going concern basis of accounting unlessthe Management either intends to liquidate theCompany or to cease operations, or has no realisticalternative but to do so.
The Board of Directors are also responsible for overseeingthe financial reporting process of the Company.
Our objectives are to obtain reasonable assuranceabout whether the standalone financial statements asa whole are free from material misstatement, whetherdue to fraud or error, and to issue an auditor's report thatincludes our opinion. Reasonable assurance is a highlevel of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detecta material misstatement when it exists. Misstatementscan arise from fraud or error and are consideredmaterial if, individually or in the aggregate, they couldreasonably be expected to influence the economicdecisions of users taken on the basis of these standalonefinancial statements.
As part of an audit in accordance with SAs, we exerciseprofessional judgement and maintain professionalskepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement
of the standalone financial statements, whetherdue to fraud or error, design and perform audit
procedures responsive to those risks, and obtainaudit evidence that is sufficient and appropriateto provide a basis for our opinion. The risk of notdetecting a material misstatement resulting fromfraud is higher than for one resulting from error,as fraud may involve collusion, forgery, intentionalomissions, misrepresentations, or the override ofinternal control.
• Obtain an understanding of internal financialcontrols relevant to the audit in order to designaudit procedures that are appropriate in thecircumstances. Under section 143(3)(i) of the Act,we are also responsible for expressing our opinionon whether the Company has adequate internalfinancial controls over financial reporting in placeand the operating effectiveness of such controls.
• Evaluate the appropriateness of accountingpolicies used and the reasonableness ofaccounting estimates and related disclosuresmade by management.
• Conclude on the appropriateness of the use of thegoing concern basis of accounting by managementand, based on the audit evidence obtained,whether a material uncertainty exists related toevents or conditions that may cast significantdoubt on the ability of the Company to continueas a going concern. If we conclude that a materialuncertainty exists, we are required to draw attentionin our auditor's report to the related disclosuresin the standalone financial statements or, if suchdisclosures are inadequate, to modify our opinion.Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report.However, future events or conditions may cause theCompany to cease to continue as a going concern.
• Evaluate the overall presentation, structure, andcontent of the standalone financial statements,including the disclosures, and whether thestandalone financial statements represent theunderlying transactions and events in a mannerthat achieves fair presentation.
Materiality is the magnitude of misstatements in thestandalone financial statements that, individually orin aggregate, makes it probable that the economicdecisions of a reasonably knowledgeable user of thestandalone financial statements may be influenced.We consider quantitative materiality and qualitativefactors in (i) planning the scope of our audit work and inevaluating the results of our work; and (ii) to evaluate theeffect of any identified misstatements in the standalonefinancial statements.
We communicate with those charged with governanceregarding, among other matters, the planned scopeand timing of the audit and significant audit findings,including any significant deficiencies in internal controlthat we identify during our audit.
We also provide those charged with governance witha statement that we have complied with relevantethical requirements regarding independence andcommunicate with them all relationships and othermatters that may reasonably be thought to bear on ourindependence and, where applicable, related safeguards.
From the matters communicated with those chargedwith governance, we determine those matters thatwere of most significance in the audit of the standalonefinancial statements of the current period and aretherefore the key audit matters. We describe thesematters in our auditor's report unless law or regulationprecludes public disclosure about the matter or when,in extremely rare circumstances, we determine thata matter should not be communicated in our reportbecause the adverse consequences of doing so wouldreasonably be expected to outweigh the public interestbenefits of such communication.
1. As required by the Companies (Auditor’s Report)Order, 2020 (the Order), issued by the CentralGovernment in terms of Section 143(ll) 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 onour audit, we report, to the extent applicable, that:
a. We have sought and obtained all theinformation and explanations which to the bestof our knowledge and belief were necessaryfor the purpose of our audit of the aforesaidstandalone financial statements.
b. In our opinion, proper books of accounts asrequired by law relating to preparation of theaforesaid standalone financial statementshave been kept so far as it appears from ourexamination of those books. In so far as themodification on maintaining an audit trail inthe accounting software is concerned, refer toparagraph (i)(vi) below;
c. The Balance Sheet, the Statement of Profit andLoss (including Other Comprehensive Income),the Statement of Cash Flows and the Statement
of Changes in Equity dealt with by this reportare in agreement with the underlying books ofaccount maintained by the Company.
d. In our opinion, the aforesaid standalonefinancial statements comply with the Ind ASspecified under Section 133 of the Act read withRule 7 of the Companies (Accounts) Rules, 2014.
e. On the basis of the written representationsreceived from the directors of the Companyas on 31 March 2025, taken on record by theBoard of Directors of the Company, none of thedirectors are disqualified as on 31 March 2025from being appointed as a director in terms ofSection 164(2) of the Act.
f. The modification arising from the maintenanceof the audit trail on the accounting software,comprising the application and database, is asstated in paragraph (i)(vi) below on reportingunder Rule 11(g).
g. With respect to the adequacy of the internalfinancial controls over financial reporting ofthe Company and the operating effectivenessof such controls, refer to our separate Reportin “Annexure B”. Our report expresses anunmodified opinion on the adequacy andoperating effectiveness of the Company’sinternal financial controls with reference tostandalone financial statements.
h. In our opinion and to the best of our informationand according to the explanations given to us,the remuneration paid by the Company to itsdirectors during the year is in accordance withthe provisions of Section 197 of the Act.
i. With respect to the other matters to be includedin the Auditor’s Report in accordance with Rule11 of the Companies (Audit and Auditors) Rules,2014, as amended in our opinion and to thebest of our information and according to theexplanations given to us:
(i) The Company has disclosed the impact ofpending litigations on its financial positionin its Standalone Financial Statements.(Refer Note no. 33 to StandaloneFinancial Statements)
(ii) The Company did not have any long-termcontracts including derivative contractsfor which there were any materialforeseeable losses.
(iii) There were no amounts required to betransferred to the Investor Education andProtection Fund by the Company.
(iv) (a) The management has represented
that, to the best of its knowledge andbelief, as disclosed in Note no. 40(c)(i)to the standalone financial statements,no funds have been advanced or loanedor invested (either from borrowed fundsor share premium or any other sourcesor kind of funds) by the Company to orin any other person or entity, includingforeign entities (“Intermediaries”),with the understanding, whetherrecorded in writing or otherwise,that the Intermediary shall, whether,directly or indirectly lend or invest inother persons or entities identifiedin any manner whatsoever by or onbehalf of the Company (“UltimateBeneficiaries”) or provide anyguarantee, security or the like on behalfof the Ultimate Beneficiaries;
(b) The management has representedthat, to the best of its knowledgeand belief, as disclosed in Note no.40(c)(ii) to the Standalone financialstatements, no funds have beenreceived by the Company from anypersons or entities, including foreignentities (“Funding Parties”), with theunderstanding, whether recorded inwriting or otherwise, that the Companyshall, whether, directly or indirectly, lendor invest in other persons or entitiesidentified in any manner whatsoeverby or on behalf of the Funding Party(“Ultimate Beneficiaries”) or provideany guarantee, security or the like onbehalf of the Ultimate Beneficiaries; and
(c) Based on the audit procedures thathave been considered reasonableand appropriate in the circumstances,nothing has come to our notice thathas caused us to believe that therepresentations under sub-clause(i) and (ii) of Rule 11(e), as providedunder (a) and (b) above, contain anymaterial misstatement.
(v) As disclosed in Note No. 11.7, the Board ofDirectors of the Company has proposed afinal dividend for the year, which is subjectto approval of the members at the ensuing
Annual General Meeting. The proposeddividend is in accordance with Section 123of the Act, as applicable.
(vi) Based on our examination which includedtest checks, w.e.f. 1st July 2024, the Companyhas used the accounting software formaintaining its books of account whichhas a feature of recording audit trail (editlog) facility in respect of the applicationand the same has operated from 1st July2024 onwards for all relevant transactions.We did not come across any instance ofthe audit trail feature being tampered within respect of accounting software. Normal/Regular users are not granted directdatabase or super user level access.
However, unauthorised changes to thedatabase by a super user specifically doesnot carry the feature of a concurrent realtime audit trail.
Until 30th June 2024, the Companymaintained its books of accounts usingaccounting software with audit trail (editlog) functionality that operated throughoutthat period. However, the audit trail featurewas not enabled at the application layerfor master fields in general ledgers, and atthe database level to log direct changes tothe accounting software.
With the exception of (i) unauthorisedchanges to the database by a super usernot carrying the feature of concurrentreal time audit trail, and (ii) audit trailfunctionality at the application layer formaster fields in general ledgers and atthe database level not being enabled until30th June 2024 as mentioned above, weconfirm that the Company has preservedthe audit trail in accordance with statutoryrequirements for record retention.
For Gokhale & Sathe
Chartered AccountantsFRN: 103264W
Uday Girjapure
Partner
Membership Number: 161776UDIN: 25161776BMOHSI7878
Place: MumbaiDate: : May 12, 2025