A. We have audited the accompanying StandaloneInd AS Financial Statements of AETHER INDUSTRIESLIMITED ("the Company"), which comprise theBalance Sheet as at March 31, 2025, the Statementof Profit and Loss (including Other ComprehensiveIncome), the Statement of Changes in Equity andthe Statement of Cash Flows for the year ended onthat date, and a summary of the significantaccounting policies and other explanatoryinformation (hereinafter referred to as "FinancialStatements").
B. In our opinion and to the best of our informationand according to the explanations given to us, theaforesaid Financial Statements give theinformation required by the Companies Act, 2013("the Act") in the manner so required and give atrue and fair view in conformity with the IndianAccounting Standards prescribed under section133 of the Act read with the Companies (IndianAccounting Standards) Rules, 2015, as amended,("Ind AS") and other accounting principlesgenerally accepted in India, of the state of affairs ofthe Company as at March 31, 2025, the profit andtotal comprehensive income, changes in equityand its cash flows for the year ended on that date.
2. Basis of opinion
We conducted our audit of the Financial Statements inaccordance with the Standards on Auditing specifiedunder section 143(10) of the Act (SAs). Our
responsibilities under those Standards are furtherdescribed in the Auditor's Responsibilities for the Auditof the Financial Statements section of our report. Weare independent of the Company in accordance withthe Code of Ethics issued by the Institute of CharteredAccountants of India (ICAI) together with theindependence requirements that are relevant to ouraudit of the financial statements under the provisionsof the Act and the Rules made thereunder, and wehave fulfilled our other ethical responsibilities inaccordance with these requirements and the ICAI'sCode of Ethics. We believe that the audit evidence wehave obtained is sufficient and appropriate to providea basis for our audit opinion on the StandaloneFinancial Statements.
3. Key audit matters
Key audit matters are those matters that, in ourprofessional judgment, were of most significance in ouraudit of the Financial Statements of the current period.These matters were addressed in the context of ouraudit of the Financial Statements as a whole, and informing our opinion thereon, and we do not provide aseparate opinion on these matters. We havedetermined the matters described below to be the keyaudit matters to be communicated in our report:
A. Inventory valuation
The Company manufactures and sells specialitychemicals and intermediates for the pharmaceutical,agrochemicals, oil & gas, coatings and various othersegments, which carry shelf life. As a result, significantlevel of judgement is involved in estimating inventoryvaluation. Judgement is required to assess theappropriate net realisable value for short dated rawmaterials, semi-finished goods and finished goods.Such judgements include management expectationsfor future sales and inventory liquidation plans.
Auditors' response: Our audit procedures included,amongst others:
- We attended stock counts to identify whether anyinventory was obsolete,
- We assessed the basis for the inventory valuation, theconsistency in policy and the rationale in itsapplication,
- We tested the accuracy of the ageing of inventoriesbased on system generated reports,
- We reviewed the testing done for net realizable valueof inventories and future plans for consumptions;
- We tested the arithmetical accuracy of valuationfiles; and
- We reviewed product-wise historical data relating tosales return etc. and also its impact on valuation.
We have assessed the adequacy of disclosure in theStandalone Financial Statements.
B. Assessment of Impairment of Investment made inand Loans given to the subsidiary Company
Management is required to review regularly whetherthere are any indicators of impairment of suchinvestments / loans by reference to the requirementsunder Ind AS and perform its impairment assessmentby comparing the carrying value of these investmentsmade/ loans given to their recoverable amount todetermine whether impairment needs to berecognized.
For impairment testing, value in use has to bedetermined by forecasting and discounting futurecash flows of subsidiary.
Further, the value in use is highly sensitive to changesin critical variable used for forecasting the future cashflows including market projections for revenues anddiscounting rates.
The determination of the recoverable amount fromsubsidiary company involves management estimatesand judgement which may affect the outcome.
So, there is an inherent risk in the valuation ofinvestment / recoverability of loans, due to the use ofestimates and judgements mentioned above and.Accordingly, the assessment of impairment ofinvestment/loans in subsidiary company has beendetermined as a key audit matter.
- We tested the Design, Implementation and Operatingeffectiveness of controls over impairment assessmentprocess, including those over the forecasts of futurerevenue and operating margin, and the selection ofthe discount rate.
- Our substantive testing procedures includedevaluation of appropriateness of managementassumption whether any indicators of loss allowancesand impairment existed by verifying a discounted cashflow model prepared by the Management of theCompany.
- We have tested the reasonableness of keyassumptions, including revenue, profit and cash flowgrowth rates, terminal value and the selection ofdiscount rates management has applied.
- We performed our own independent sensitivityanalysis to understand the impact of reasonablechanges in management assumptions.
- Independent assessment of the future cash flowsand assessing the appropriateness of the future cashflows estimated. In making this assessment, we alsoevaluated the objectivity, independence andcompetency of specialists involved in the process.
- Assessing the assumptions around the key drivers ofthe revenue projections, future cash flow, discountrates / weighted average cost of capital that wereused by the management.
- Management evaluation of recoverability of loansand granted to its subsidiary company.
- Test the arithmetical accuracy.
4. Information other than the Financial Statementsand Auditor's Report thereon
A. The Company's Board of Directors is responsible forthe preparation of the other information. The otherinformation comprises the information included inthe Management Discussion and Analysis, Board'sReport including Annexures to Board's Report,Business Responsibility Report, CorporateGovernance and Shareholder's Information, butdoes not include the Standalone FinancialStatements and our auditor's report thereon. Ouropinion on the Financial Statements does not coverthe other information and we do not express anyform of assurance conclusion thereon.
B. In connection with our audit of the financialstatements, our responsibility is to read the otherinformation and, in doing so, consider whether theother information is materially inconsistent with theFinancial Statements, or our knowledge obtainedduring the course of our audit or otherwise appearsto be materially misstated. If, based on the work wehave performed, we conclude that there is amaterial misstatement of this other information; weare required to report that fact. We have nothing toreport in this regard.
5. Management's responsibilities for the FinancialStatements
A. The Company's management is responsible forpreparation of these Financial Statements that givea true and fair view of the state of affairs, profit,changes in equity and cash flows of the Companyin accordance with the accounting principlesgenerally accepted in India, including the IndianAccounting Standards (Ind AS) specified underSection 133 of the Act read with relevant rulesissued there under. This responsibility alsoincludes maintenance of adequate accounting
records in accordance with the provisions of the Actfor safeguarding the assets of the Company and forpreventing and detecting frauds and otherirregularities; selection and application of appropriateaccounting policies; making judgments and estimatesthat are reasonable and prudent; and design,implementation and maintenance of adequateinternal financial controls, that were operatingeffectively for ensuring the accuracy andcompleteness of the accounting records, relevant tothe preparation and presentation of the FinancialStatements that give a true and fair view and are freefrom material misstatement, whether due to fraud orerror.
B. In preparing the Financial Statements,
management is responsible for assessing theCompany's ability to continue as a going concern,disclosing, as applicable, matters related to goingconcern and using the going concern basis ofaccounting unless management either intends toliquidate the Company or to cease operations, orhas no realistic alternative but to do so.
The Board of Directors are responsible foroverseeing the Company's financial reportingprocess.
6. Auditor's responsibilities for the FinancialStatements
A. Our objectives are to obtain reasonable assuranceabout whether the Financial Statements as a wholeare free from material misstatement, whether dueto fraud or error, and to issue an auditor's reportthat includes our opinion. Reasonable assurance isa high level of assurance but is not a guaranteethat an audit conducted in accordance withStandards of Auditing issued by the institute ofchartered accountants of India, will always detect a
material misstatement when it exists.Misstatements can arise from fraud or error andare considered material if, individually or in theaggregate, they could reasonably be expected toinfluence the economic decisions of users taken onthe basis of these Financial Statements.
B. As part of an audit in accordance with SAs, weexercise professional judgment and maintainprofessional skepticism throughout the audit. Wealso:
i) Identify and assess the risks of materialmisstatement of the standalone financialstatements, whether due to fraud or error, designand perform audit procedures responsive to thoserisks, and obtain audit evidence that is sufficientand appropriate to provide a basis for our opinion.The risk of not detecting a material misstatementresulting from fraud is higher than for one resultingfrom error, as fraud may involve collusion, forgery,intentional omissions, misrepresentations, or theoverride of internal control.
ii) 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 with reference to financialstatements in place and the operatingeffectiveness of such controls.
iii) Evaluate the appropriateness of accountingpolicies used and the reasonableness ofaccounting estimates and related disclosuresmade by management.
iv) Conclude on the appropriateness ofmanagement's use of the going concern basis ofaccounting and, based on the audit evidenceobtained, whether a material uncertainty existsrelated to events or conditions that may castsignificant doubt on the Company's ability tocontinue as a going concern. If we conclude that amaterial uncertainty exists, we are required to drawattention in our auditor's report to the relateddisclosures in the 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 causethe Company to cease to continue as a goingconcern.
v) Evaluate the overall presentation, structure andcontent of the Financial Statements, including thedisclosures, and whether the Financial Statementsrepresent the underlying transactions and events ina manner that achieves fair presentation.
C. Materiality is the magnitude of misstatements inthe Financial Statements that, individually or inaggregate, makes it probable that the economicdecisions of a reasonably knowledgeable user ofthe Financial Statements may be influenced. Weconsider quantitative materiality and qualitativefactors in:
i) planning the scope of our audit work and inevaluating the results of our work; and
ii) to evaluate the effect of any identifiedmisstatements in the Financial Statements.
D. We communicate with those charged withgovernance regarding, among other matters, theplanned scope and timing of the audit andsignificant audit findings, including any significantdeficiencies in internal control that we identifyduring our audit.
E. We also provide those charged with governancewith a statement that we have complied withrelevant ethical requirements regardingindependence, and to communicate with them all
relationships and other matters that mayreasonably be thought to bear on ourindependence, and where applicable, relatedsafeguards.
F. From the matters communicated with thosecharged with governance, we determine thosematters that were of most significance in the auditof the Financial Statements of the current periodand are therefore the key audit matters. Wedescribe these matters in our auditor's reportunless law or regulation precludes public disclosureabout the matter or when, in extremely rarecircumstances, we determine that a matter shouldnot be communicated in our report because theadverse consequences of doing so wouldreasonably be expected to outweigh the publicinterest benefits of such communication.
II. Report on other legal and regulatory requirements
1. As required by Section 143(3) of the Act, based onour audit we report that:
A. We have sought and obtained all the informationand explanations which to the best of ourknowledge and belief were necessary for thepurposes of our audit.
B. In our opinion, proper books of account asrequired by law have been kept by the Companyso far as it appears from our examination of thosebooks.
C. The Balance Sheet, the Statement of Profit andLoss including Other Comprehensive Income,Statement of Changes in Equity and the Statementof Cash Flow dealt with by this Report are inagreement with the relevant books of account.
D. In our opinion, the aforesaid standalone financialstatements comply with the Ind AS specified underSection 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules,2014.
E. On the basis of the written representationsreceived from the directors as on March 31, 2025taken on record by the Board of Directors, none ofthe directors is disqualified as on March 31, 2025from being appointed as a director in terms ofSection 164 (2) of the Act.
F. With respect to the adequacy of the internalfinancial controls with reference to standalonefinancial statements of the Company and theoperating effectiveness of such controls, refer toour separate Report in "Annexure A". Our reportexpresses an unmodified opinion on the adequacyand operating effectiveness of the Company'sinternal financial controls with reference tostandalone financial statements.
G. With respect to the other matters to be includedin the Auditor's Report in accordance with therequirements of section 197(16) of the Act, asamended, in our opinion and to the best of ourinformation and according to the explanationsgiven to us, the remuneration paid by theCompany to its directors during the year is inaccordance with the provisions of section 197 of theAct read with Schedule V of the Act and the rulesthereunder.
H. With respect to the other matters to be includedin the Auditors' Report in accordance with Rule 11 ofthe Companies (Audit and Auditors) Rules, 2014, inour opinion and to the best of our information andaccording to the explanations given to us:
i. The companies forming part of the Group donot have any pending litigations which wouldimpact the financial position of the Group as at31 March 2025.
ii. The companies forming part of the Group didnot have any long-term contracts includingderivative contracts for which there were anymaterial foreseeable losses.
iii. There were no amounts which were required
to be transferred to the Investor Education andProtection Fund by the companies forming partof the Group.iv)
(a) The respective Managements of theCompany and its subsidiaries which arecompanies incorporated in India, whosefinancial statements have been auditedunder the Act, have represented to us that,to the best of their knowledge and belief, nofunds (which are material either individuallyor in the aggregate) have been advancedor loaned or invested (either from borrowedfunds or share premium or any othersources or kind of funds) by the Companyor any of such subsidiaries to or in any otherperson or entity, outside the Group,including foreign entity ("Intermediaries"),with the understanding, whether recorded inwriting or otherwise, that the Intermediaryshall, directly or indirectly lend or invest inother persons or entities identified in anymanner whatsoever by or on behalf of theCompany or any of such subsidiaries("Ultimate Beneficiaries") or provide anyguarantee, security or the like on behalf ofthe Ultimate Beneficiaries.
(b) The respective Managements of theCompany and its subsidiaries which arecompanies incorporated in India, whosefinancial statements have been auditedunder the Act, have represented to us that,to the best of their knowledge and belief, nofunds (which are material either individuallyor in the aggregate) have been received bythe Company or any of such subsidiariesfrom any person or entity, including foreignentity ("Funding Parties"), with theunderstanding, whether recorded in writing
or otherwise, that the Company or any ofsuch subsidiaries shall, directly or indirectly,lend or invest in other persons or entitiesidentified in any manner whatsoever by oron behalf of the Funding Party ("UltimateBeneficiaries") or provide any guarantee,security or the like on behalf of the UltimateBeneficiaries.
(c) Based on the audit procedures thathave been considered reasonable andappropriate in the circumstancesperformed by us on the Company and itssubsidiaries which are companiesincorporated in India whose financialstatements have been audited under theAct, nothing has come to our notice that hascaused us to believe that therepresentations under 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 anydividend during the year in accordance withsection 123 of the Companies Act 2013", Henceclause not applicable.
vi) Proviso to Rule 3(1) of the Companies(Accounts) Rules, 2014 for maintaining books ofaccount using accounting software which has afeature of recording audit trail (edit log) facilityis applicable with effect from April 1, 2023 to theCompany and its subsidiaries, which arecompanies incorporated in India, andaccordingly, reporting under Rule 11(g) ofCompanies (Audit and Auditors) Rules, 2014 isapplicable for the financial year ended March31, 2025.
Based on our examination, which included testchecks, the Company has used accountingsoftware for maintaining its books of account
for the financial year ended March 31, 2025which has a feature of recording audit trail (editlog) facility and the same has operatedthroughout the year for all relevant transactionsrecorded in the software.
We have checked audit trail feature at everyquarter end we did not come across anyinstances of audit trail feature being tempered.As proviso to Rule 3(1) of the Companies(Accounts) Rules, 2014 is applicable from April 1,2023, reporting under Rule 11(g) of theCompanies (Audit and Auditors) Rules, 2014 onpreservation of audit trail as per the statutoryrequirements for record retention is notapplicable for the financial year ended 3lMarch, 2025.
2. 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 B" a statement on the mattersspecified in paragraphs 3 and 4 of the Order to theextentapplicable.
III. Emphasis matter
We draw attention to Note - 35 to the standaloneInd AS financial statements, which describes theeffect of fire occurred in factory premises onNovember 29, 2023. The loss on account of fire areduly considered under exceptional item of profitand loss and account and Note-35. Our opinion isnot modified in respect of this matter.
IV. Other matters
Opening balance with respect to the financialinformation for the year ended 31 March 2025,
included in these Financial Statements, are basedon audited Financial Statements for the year ended31 March 2024, which has been approved by theCompany's Board of Directors on May 21, 2024.
Our opinion is not modified in respect of this matter.
For Birju S. Shah & Associates
Chartered Accountants | ICAI Firm Reg. No.: 131554W
Birju S. Shah - Proprietor
Membership No.: 107086 | UDIN: 25107086BMLCC17271
Place: Surat | Date: May 2, 2025