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AUDITOR'S REPORT

Sadhana Nitro Chem Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 233.88 Cr. P/BV 0.85 Book Value (₹) 8.39
52 Week High/Low (₹) 58/6 FV/ML 1/1 P/E(X) 30.95
Bookclosure 22/09/2025 EPS (₹) 0.23 Div Yield (%) 1.41
Year End :2025-03 

We have audited the standalone financial statements of M/s. Sadhana Nitro Chem Limited ("the Company”), which
comprise the balance sheet as at March 31, 2025 and the statement of Profit and Loss (Including Other Comprehensive
Income), Statement of changes in Equity and Statement of Cash flows for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to
as “the standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone
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 Standards prescribed under Section 133 of the Act read with the
Companies (Indian Accounting Standard) Rules, 2015, as amended (“Ind As”) and the accounting principles generally
accepted in India, of the state of affairs of the Company as at March 31, 2025, its profit, total comprehensive income,
changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the
Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for
the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code
of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to
our audit of the financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we
have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that
the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial
statements of the current period. These matters were addressed in the 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.

The Key Audit Matter

How the matter was addressed in our audit

Recognition, Measurement, Presentation and disclosures of lease transactions in accordance with Ind-As 116
"Leases”

As described in note no. 2.05 to the standalone financial
statements, the Company has adopted IND AS 116 Leases
(Ind-AS 116) for accounting its lease transactions. The
application of this accounting standard is an area of focus in
our audit since the company has taken various premises
and items of property, plant & equipment under lease
arrangements with different contract terms.

Ind-As 116 introduced a new lease accounting model,
wherein a lessee is required to recognize a right-of-use
(RoU) asset and a lease liability arising from a lease on the
balance sheet. The lease liabilities are initially measured by
discounting future lease payment during the lease term as
per the contract/arrangement. Adoption of the standard
involves significant judgement & estimates including
determination of the discount rates.

Our audit procedures on compliance with Ind-As 116

include:

- Assessed the Company's evaluation on the identification
of leases based on the contractual agreements;

- Assessed the reasonableness of the discount rates
applied in determining the lease liabilities.

- Tested completeness of the lease data by reconciling the
Company's operating lease commitments to data used
in computing RoU asset and the lease liabilities.

- Assessed and tested the presentation and disclosures
relating to Ind-As 116 including disclosures relating to
transactions.

Information Other than the Standalone Financial Statements and Auditor's Report Thereon

The Company's management and Board of Directors are responsible for the other information. The other information
comprises the information included in the Company's annual report, but does not include the standalone financial
statements and our auditors' report thereon. The Company's annual report is expected to be made available to us after the
date of this auditor's report.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information
identified above when it becomes available and, in doing so, consider whether the other information is materially
inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be
materially misstated. If, based on the work we have performed and based on the work done/ audit reports of other auditors,
we conclude that there is a material misstatement of this other information, we are required to report that fact

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 (“the
Act”) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial
position, financial performance, changes in equity and cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the accounting Standards specified under section 133 of the Act. This
responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for
safeguarding of 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 are reasonable and prudent; and
design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring
the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial
statements that give a true and fair view 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 to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless
management either intends 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.

Auditor's Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be 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 professional skepticism
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 and appropriate to
provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud 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 are appropriate
in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our
opinion on whether the company has adequate internal financial controls system in place and the operating
effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basis of accounting 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 going concern. If we conclude that a material uncertainty exists, we are
required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditor's report. However, future events or conditions may cause 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 achieves fair
presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the
audit and 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 requirements
regarding independence, and to communicate with them all relationships and other matters that may 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 were of most
significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the
adverse consequences of doing so would reasonably be 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 Central Government of India in
terms of Section 143(11) of the Act, we give in “Annexure A” a statement on the matters specified in paragraphs 3 and 4
of the Order, to the extent applicable.

2. 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
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 in so far as it appears
from our examination of those books;

c. The standalone Balance Sheet, the standalone Statement of Profit and Loss (including Other Comprehensive
Income), the standalone Statement of Cash Flows and the standalone Statement of Changes in Equity dealt with by
this Report are in agreement with the relevant books of account.

d. In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards
prescribed under section 133 of the Act read with relevant rules issued thereunder.

e. On the basis of the written representations received from the directors as on March 31,2025 and taken on record by
the Board of Directors, none of the directors is disqualified as on March 31,2025 from being appointed 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 and the
operating effectiveness of such controls, refer to our separate Report in “Annexure B”

g. With respect to the matter to be included in the Auditor's Report under section 197(16) of the Act:

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid
by the Company to its directors during the year is in accordance with the provisions of Section 197 read with
Schedule V of the Act. The remuneration paid to any director is not in excess of the limits laid down under Section
197 read with Schedule V of the Act.

h. 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, as amended, in our opinion and to the best of our information and according to the
explanations given to us:

(i) The Company has disclosed the impact of pending litigations on its financial position in its standalone financial
statements. Refer note 31 to the standalone financial statements.

(ii) The Company did not have any long-term contracts including derivative contracts for which there were any
material foreseeable losses.

(iii) There has not been any occasion in case of the Company during the year under report to transfer any sums to
the Investor Education and Protection Fund. Thus, the question of delay in transferring such sums does not
arise.

(iv) (a) The Management has represented that, to the best of it's knowledge and belief, as disclosed in the note no.
45 to the standalone financial statements, no funds have been advanced or loaned or invested (either from
borrowed funds or securities 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 the Intermediary shall, directly or indirectly lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any
guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(b) The Management has represented, that, to the best of it's knowledge and belief, as disclosed in the note no.
45 to the 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, that the Company shall, directly or indirectly, lend or invest in other 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 Ultimate Beneficiaries.

(c) Based on the audit procedures that have been considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to believe that the representations under
sub clause (i) and (ii) of Rule 11(e), as provided under (a) & (b) above, contain any material misstatement.

(v) As stated in note no. 50 to the standalone financial statements;

(a) The final dividend proposed in the previous year has been declared by the Company during the year in
accordance with provisions of Section 123 of the Act. However, there has been a delay in transferring the
amount of dividend to a designated separate bank account within the time limits prescribed under sub section
(4) of Section 123 of the Act.

(b) The Board of Directors of the Company have proposed final dividend for the year which is subject to the
approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in
accordance with Section 123 of the Act to the extent it applies to the declaration of dividend.

(vi) The reporting under Rule 11(g) of the Companies (Audit & Auditors) Rules, 2014 is applicable from 1st April,
2023

Based on our examination which included test checks, the company has used an accounting software for
maintaining its books of account which has a feature of recording audit trail (edit log) facility and 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 feature being tampered with once it was
implemented. Additionally, the audit trail has been preserved by the Company as per the statutory
requirements for record retention.

For Jayesh Dadia & Associates LLP

Chartered Accountants

Firm's Registration No. 121142W / W100122

Jayesh Dadia
Partner

Membership No. 033973

Place of Signature: Mumbai

Date: May 2, 2025

UDIN: 25033973BMLCAL1807

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