TO THE MEMBERS OF BHARAT RASAYAN LIMITED Report on the Audit of the Standalone Financial Statements Opinion
We have audited the accompanying standalone financial statements of BHARAT RASAYAN LIMITED ("the Company"), which comprise the standalone Balance Sheet as at March 31, 2025, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), Standalone Statement of Changes in Equity and standalone Statement of Cash Flows for the year then ended, and notes to the Standalone Financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as “Standalone Financial Statements”).
In our opinion and to the best of our information and according to the explanations given to us, 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 accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025, and profit(Including other 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 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 read 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 on the Standalone Financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of Standalone Financial Statements for the financial year ended March 31, 2025. These matters were addressed in the context of our audit of Standalone 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 matters described below to be the key audit matters to be communicated in our report:
KEY AUDIT MATTERS
AUDITORS' RESPONSES
REVENUE RECOGNITION
Company is engaged in the manufacturing and sale of technical grade pesticides and chemical intermediates. Revenue from sale of goods is recognized when control is transferred to the customer, which occurs either upon dispatch or upon delivery, depending on the contractual terms with customers.
The application of Ind AS 115 - Revenue from Contracts with Customers - requires management to exercise significant judgement in determining the timing of revenue recognition, especially in interpreting contractual delivery terms, assessing when performance obligations are satisfied, and evaluating the transfer of control. In addition, revenue recognition involves the use of estimates in relation to variable consideration components such as sales returns, volume discounts, rebates, customer-specific incentives, and marketing schemes. These estimates are based on historical trends, contractual obligations, and future expectations, and involve inherent uncertainty.
Given the volume of transactions, the diversity of contractual arrangements with customers, the significance of judgment involved in assessing the transfer of control, and the estimation, we considered revenue recognition to be a key audit matter.
PRINCIPAL AUDIT PROCEDURES
PERFORMED
We obtained an understanding of the company's
process, policies, and procedures in making the
estimates.
• We understood the revenue recognition process, evaluated the design and implementation of internal controls relating to revenue recognized.
• We selected samples and tested the operating effectiveness of internal controls, relating to transfer of control. We carried out a combination of procedures involving enquiry, observation and inspection of evidence in respect of operation of these controls.
• We evaluated and tested the design and operating effectiveness of controls related to these estimates by studying the market conditions and obtaining an understanding of key contractual agreements.
• We tested the relevant information technology general controls, automated controls, and the related information used in recording and disclosing revenue. In respect of the selected sample of transactions:
• We obtained the customer contracts and understood the terms and conditions including delivery and shipping terms.
• We tested whether the revenue is recognized upon transfer of control to customer.
• We tested the location wise stocks reports of the Company, for confirmation on sales quantity made during the year.
• We tested on a sample basis (including for sales near to the period end) the acknowledgments of customers.
• We assessed relevant disclosures in the standalone financial statements of the Company.
• We considered the accuracy of management's estimate in previous years by comparing historical accrued liabilities with their subsequent settlement.
• Obtained management's calculations for the respective estimates and assessed the reasonableness of assumptions used by the
management in determining the amount of provisions based on understanding of the market conditions.
• Assessed the reasonableness of estimates made by the management in the past by comparing the provisions recognised in the earlier financial year with their subsequent settlement, ratio analysis of sales returns, discounts, rebates,schemes and incentives as a percentage of sale of last few years.
• Verified, if any credit notes were issued and/or adjustments made after the balance sheet date and their impact if any on the Reported amounts.
Information Other than the Standalone Financial Statements and Auditor's Report Thereon
• The Company's management & Board of Directors is responsible for the other information. The other information comprises the information included in the annual report, but does not include the Consolidated Financial Statements, Standalone Financial statements and our auditor's reports thereon.
• Our opinion on 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 during the course of our audit or otherwise appears to be materially misstated. When we read the Company's annual report, if we conclude that there is a material misstatement of this other information, we are required to communicate the matter to those charged with governance and take necessary actions, as applicable under the relevant laws and regulations.
Management's Responsibility for the Standalone Financial Statements
The Company's Management & 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 (including other comprehensive income), Standalone changes in equity and Standalone 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 Standalone Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing Standalone financial statements, management & Board of Directors are 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 alternatives but to do so. The Board of Directors is also responsible for overseeing the company's financial reporting process. The Board of Directors is also responsible for overseeing the company's financial reporting process.
Auditor's Responsibility for the Audit of Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether Standalone 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, 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 skepticism 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 an adequate internal financial controls system with reference to the 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 auditor's 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 auditor's report.
• Evaluate the overall presentation, structure, and content of the financials including the disclosures, and whether Standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in Standalone financial statements that individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of Standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and evaluating the results of our work; and
(ii) evaluating the effect of any identified misstatements in the Standalone financial statements.
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 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 sub-section (11) of section 143 of the Companies Act, 2013, we
give in the "Annexure 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 of the aforesaid Standalone financial statements.
(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 2(i)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended).
(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including other comprehensive income), the Standalone Statement of Changes in Equity and the Standalone Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the Standalone financial statements.
(d) In our opinion, aforesaid Standalone Financial Statements comply with the Indian accounting standards (Ind AS) specified under Section 133 of the Act; read with rule 7 of the Companies (Accounts) Rules 2015, as amended time to time.
(e) On the basis of the written representations received from the Directors during the month of April 2025, for the financial year ended on 31st March, 2025 taken on record by the Board of Directors, none of the Directors is disqualified as of 31st March, 2025 from being appointed as Director in terms of Section 164(2) of the Act.
(f) With respect to the maintenance of accounts and other matters connected therewith, reference is made to our remarks in paragraph 2(i)(vi) below on reporting under Rule 11(g) of the Rules.
(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 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 didn't have any pending litigations on its financial position in 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 been no delay in transferring amounts, required to be transferred, to the
Investor Education and Protection Fund by the Company.
(iv) (a) The management has represented to the best of its knowledge and belief, other than
as disclosed in the notes to the accounts, that 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, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, that 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, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Parties ("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) contain any material mis-statement.
(v) The dividend declared by the Company is in compliance with sec.123 of the Act.
(a) The management has represented to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, that 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) No interim dividend was declared and paid by the Company during the year.
(c) As stated in Note 13.3 to the standalone financial statements, 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 dividend proposed is in accordance with Section 123 of the Act, as applicable.
3. Pursuant to the requirements of Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, as amended, we report that the Company has maintained its books of account using SAP ERP, which, as represented by the management, has been configured to enable the audit trail (edit log) feature. The management has represented that the audit trail functionality within SAP captures all changes made to accounting records, including creation, modifications, and deletions, along with relevant details such as the date, time, and user identification. It has also been represented that
this feature remained enabled throughout the financial year and that the audit logs have been preserved in accordance with applicable statutory requirements and have not been tampered with. We have relied on the above representations of the management regarding the implementation, operation, and integrity of the audit trail feature.
4. With respect to the matter to be included in the Auditor's Report under Section 197(16) of the Act: In our opinion and according to the information and explanations given to us, the remuneration paid/payable by the Company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The remuneration paid/payable to any director is not in excess of the limit laid down under Section 197 of the Act.
For B.K. Goel & Associates
CHARTERED ACCOUNTANTS FIRM REG. NO. 016642N
Sd/-
NEW DELHI B.K. Goel
MAY 28, 2025 Partner
UDIN : 25082081BMMHYP4925 Membership No:082081