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AUDITOR'S REPORT

Gujarat Alkalies & Chemicals Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 4140.74 Cr. P/BV 0.73 Book Value (₹) 772.03
52 Week High/Low (₹) 894/484 FV/ML 10/1 P/E(X) 0.00
Bookclosure 19/09/2025 EPS (₹) 0.00 Div Yield (%) 2.80
Year End :2025-03 

We have audited the accompanying standalone financia
statements of Gujarat Alkalies and Chemicals Limitec
(“the Company”), which comprise the Balance Sheet as
at March 31, 2025, the Statement of Profit and Loss
including Other Comprehensive Income, the Statemen
of Changes in Equity, and the Statement of Cash Flows
for the year then ended, and notes to the standalone
financial statements, including material accounting policy
information and other explanatory information (hereinaftei
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 sc
required and give a true and fair view in conformity with
the Indian Accounting Standards specified under section
133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended (“Ind AS”), and othei
accounting principles generally accepted in India, of the
state of affairs of the Company as at March 31, 2025
and its total comprehensive income (comprising loss and
other comprehensive income), changes in equity, and its
cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financia
statements in accordance with the Standards on Auditing
(SAs) specified under section 143(10) of the Act. Oui
responsibilities under those Standards are further described
in the Auditors' Responsibilities for the Audit of the
Standalone 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 standalone financia
statements under the provisions of the Act and the Rules
made thereunder, and we have fulfilled our other ethica
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 audit opinion on the standalone financia
statements.

Emphasis of Matter

1) We draw attention to Note no. 5.2 to the standalone
annual financial statements, which states the fact that
in view of the losses of Rs. 13495.84 Lakhs incurred
by the Joint Venture Company, GACL - Nalco Alkalies
& Chemicals Private Limited (“JV”) during the year
and accumulated losses of Rs. 59468.49 Lakhs as at
March 31, 2025, the Company, through an external
expert, has carried out an impairment assessment of
its investment of Rs. 41,400 Lakhs ( 41,40,00,000
equity shares of Rs. 10/- each in JV). As per the
external expert's assessment, the fair value of the
above-referred equity investment in JV exceeds its
carrying value, and consequently, the management
has determined that no impairment provision needs
to be recognized against the carrying value of its
equity investment held in the said JV as at March
31 , 2025.

2) We draw attention to Note no 44 to the standalone
annual financial statements regarding issuance of
Compulsory Convertible Debentures (CCDs) by GACL
NAlCo Alkalies & Chemicals Private Limited (GNAL
- JV) to the tune of Rs.50,000.00 lakhs. Company
has entered into an arrangement for backstopping
support towards repayment of principal and coupon of
Compulsory Convertible Debentures (CCDs) amounting
to Rs.30,000.00 lakhs (Previous year NIL) in proportion
to the shareholding of Company in GNAL(60%).

Fair value of deemed Investment is Rs.24,596.58
lakhs (As at March 31, 2024 NIL).

Fair value of Financial Obligation is Rs.21,786.74
Lakhs (As at March 31, 2024 NIL) and fair value of
Financial Guarantee Obligation is Rs.3,233.98 Lakhs
(As at March 31, 2024 NIL) against the said CCDs
as at March 31, 2025.

Our opinion is not modified in respect of this matter.
Key Audit Matters

Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of these
standalone financial statements of the current period.
These matters were addressed in the context of our
audit of the standalone financial statements as a whole,
and in forming our opinion thereon, we do not provide a
separate opinion on these matters. We have determined
the matters described below to be the key audit matters
to be communicated in our report.

Sr. No.

Key Audit Matters

Audit procedure

1

Valuation of Investments (Unquoted) (Refer

Principal Audit Procedures

note 6 and 37.9.1 to the standalone

Our audit procedures included:

1) Evaluated and tested the methodology adopted by the Company

with respect to the valuation of Investments in Equity and other

Securities instruments (unquoted), inter alia controls around:

a) periodic review undertaken by management, of the risks
of the valuation approach/ methodology;

b) Examination of unobservable inputs used by valuer;

c) selection and competence evaluation of external valuer
when the valuer is selected by Company;

d) When the investment is made jointly of some Companies
promoted by Government of Gujarat Companies, then
the valuation may be undertaken jointly by Companies
or valuation may be done by investee company. In such
cases, we have relied on the valuation reports provided
to us by management.

Conclusion:

Based on the procedures described above, we did not identify any
material exceptions to the management's assertions and treatment,
presentation and disclosure of the subject matter in standalone
financial statements

financial statements)

Investments in Equity and other Securities
Instruments (Unquoted) aggregate a significant
amount of the Company's total assets as
at March 31, 2025.

The Company measures its investments in
Equity Instruments (Unquoted) at Fair Value
through Other Comprehensive Income and
its investment in other Securities Instruments
(Unquoted) at fair value through Profit
and Loss as at the Balance Sheet date.
Fair value is determined using valuation
approach / methodology for which significant
inputs are unobservable inputs (Level 3
inputs).

The valuation approach / methodology
adopted by the management is based
on valuation techniques used by external
valuers. Valuers used multiple approaches to
value investments which involves significant
judgement as regards the methods and
input used by them.

2

Litigations and Claims

(Refer Note No. 43 to the Standalone

Our audit procedures included the following:

Understood Management's internal instructions, process and control
for determining and estimating the tax litigations, other litigations and
claims and its appropriate accounting and/or disclosure.

Discussed pending matters with the Company's personnel with
respect to status of cases of litigation and claims.

Assessed management's conclusions through understanding precedents
set in similar cases, reviewed the recommendations of the internal
committee specially formed by the management, placed reliance
upon the expert opinions, wherever obtained by the management.

Conclusion:

We have assessed the adequacy and appropriateness of recognition,
measurement, presentation and disclosure of the Contingent liabilities
in the Standalone Financial Statements.

Financial Statements)

Litigation and claims are pending with
multiple tax and regulatory authorities and
there are claims from vendors/suppliers
and employees which have not been
acknowledged as debt by the Company
In the normal course of business, financial
interests or exposures may arise from
pending legal/regulatory proceedings and
from above referred claims not acknowledged
as debt by the company. Whether a claim
needs to be recognized as liability or
disclosed as a contingent liability in the
Standalone Financial Statements or is
considered as remote, is dependent on
a number of significant assumptions and
judgments made by the management. The
amounts involved are potentially significant
and determining the amount, if any, to be
recognized or disclosed in the financial
statements, is inherently subjective.

We have considered Litigations and claims
as Key Audit Matter because the estimates
on which these amounts are based involve a
significant degree of management judgment,
including accounting estimates that involves
high estimation uncertainty.

Other Matter:

1) Audited figures for the financial year ended March 31,
2024 were carried out by the previous auditor K C.
Mehta & Co. LLP, Chartered Accountants. Audit report
has been obtained from management and relied upon
by us for the purpose of our audit.

Information Other than the Standalone Financial
Statements and Auditors’ Report Thereon

The Company's Board of Directors is responsible for the
preparation of the other information. The other information
comprises the information included in the Board's Report,
including Annexures to the Board's Report, Management
Discussion and Analysis, Corporate Governance Report,
Business Responsibility and Sustainability Report, and
Shareholder's Information but does not include the standalone
financial statements and our auditors' report thereon. The
above-referred information is expected to be made available
to us after the date of this audit 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 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.

When we read the information, if we conclude that there
is a material misstatement therein, we are required to
communicate the matter to those charged with governance
and take appropriate actions necessitated by the
circumstances and the applicable laws and regulations.

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 Act with respect to
the preparation of these standalone 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 in accordance with the
accounting principles generally accepted in India, including
the Indian Accounting Standards (Ind AS) 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 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 standalone financial statements
that give a true and fair view and are free from material

misstatement, whether due to fraud or error.

In preparing the standalone 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.

Auditors’ Responsibilities for the Audit of the Standalone
Financial Statements

Our objectives are to obtain reasonable assurance about
whether the standalone financial statements as a whole
are free from material misstatement, whether due to fraud
or error, and to issue an auditors' 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 standalone
financial statements.

As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional scepticism
throughout the audit. We also:

• Identify and assess the risks of material misstatement
of the standalone 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 Act, we are also responsible for expressing our
opinion on whether the Company has adequate internal
financial controls with reference to standalone financial
statements 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 auditors' report to the related disclosures
in the standalone 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 auditors' 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 standalone financial statements, including the
disclosures, and whether the standalone 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 auditors'
report unless law or regulation precludes public disclosure
about the matters 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 sub-section (11) of section 143 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 so far as
it appears from our examination of those books,
except for the matters stated in paragraph (i) (vi)
below on reporting under rule 11(g).

c. The Balance Sheet, the Statement of Profit and
Loss including other comprehensive income, the
Statement of Changes in Equity, and the Statement
of Cash Flows dealt with by this Report are in

agreement with the books of account.

d. In our opinion, the aforesaid standalone financial
statements comply with the Ind AS specified under
Section 133 of the Act.

e. On the basis of the written representations received
from the Directors as on March 31, 2025, 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. The observation relating to the maintenance of
accounts and other matters connected therewith
are as stated in paragraph (b) above on reporting
under Section 143(3)(b) and paragraph (i) (vi)
below on reporting under Rule 11(g).

g. With respect to the adequacy of the internal
financial controls with reference to standalone
financial statements of the Company and the
operating effectiveness of such controls, refer to
our separate report in
Annexure “B”.

h. With respect to the other matters to be included
in the Auditors' Report in accordance with the
requirements of section 197(16) of the Act, as
amended:

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 of the Act.

The other matters to be included in the Auditors'

Report in accordance with Rule 11 of the Companies

(Audit and Auditors) Rules, 2014, in our opinion and

to the best of our information and according to the

explanations given to us:

i. The Company did not have any long-term contracts
including derivative contracts for which there were
material foreseeable losses as at March 31,2025.

ii. There has been no delay in transferring amounts,
required to be transferred, to the Investor Education
and Protection Fund by the Company.

iii. a. The management has represented that, to the

best of its knowledge and belief, no funds have
been advanced or loaned or invested (either
from borrowed funds or share 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, whether 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 its knowledge and belief, no
funds have been received by the Company
from any person(s) or entries), including
foreign entities (“Funding Parties”), with the
understanding, whether recorded in writing or
otherwise, that the Company shall, whether
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) and
(b) above, contain any material misstatement.

iv. As stated in Note 15(v) to the standalone financial
statements:

a. The final dividend proposed in the previous
year, declared and paid by the Company
during the year is in accordance with section
123 of the Act, as applicable.

b. The Board of Directors of the Company has
proposed a final dividend for the year which

is subject to the approval of the members at
the ensuing Annual General Meeting. The
dividend proposed is in accordance with
section 123 of the Act to the extent it applies
to the declaration of dividend.

v. Based on our examination, which included test
checks, the Company has used 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 accounting
software at the application level. However, the
Company has not enabled the audit trail (edit log)
feature at the database level in the accounting
software. We did not come across any instance
of the audit trail feature being tampered with at
the application level. Additionally, the audit trail
has been preserved by the company as per the
statutory requirements for record retention.

For Prakash Chandra Jain & Co.

Chartered Accountants
FRN: 002438C

CA Pratibha Sharma

Partner

Place: Mumbai M. No.: 400755

Date: 16 May, 2025 UDIN: - 25400755BMJIVK4475

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