We have audited the standalone financial statements of JAYKAY ENTERPRISES LIMITED ("the Company"), which comprisethe balance sheet as at 31st March 2025, and the statement of Profit and Loss including Other Comprehensive Income, statementof changes in equity and statement of cash flows for the year then ended, and notes to the standalone financial statements ,including a summary of material accounting policies and other explanatory information .
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalonefinancial statements give the information required by the Act in the manner so required and give a true and fair view inconformity with the Indian Accounting Standards prescribed under section 133 of the Act , read with the Companies ( IndianAccounting Standards) Rules, 2015, as amended ,( ''Ind AS'') and other accounting principles generally accepted in India, ofthe state of affairs of the Company as at March 31, 2025, and the profit , Total Comprehensive Income, changes in equity and itscash 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 CompaniesAct, 2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of theFinancial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issuedby the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of thestandalone financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we havefulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We draw attention to note no 40 to the audited financial statements As per the financial statement as at 31st March, 2025, thefinancial assets constitute more than 50 percent of the total assets and income from financial assets constitute more than 50% ofthe gross income due to which company covered under section 45 IA of the Reserve Bank of India Act, 1934. But the companyis engaged in the main business of digital manufacturing , software designing & development and manufacturing of partsand accessories used in aerospace sector. Further the company is not engaged in the business which attract the requirementof registration under section 45 IA of the Reserve Bank of India Act, 1934 except the company has made investment in whollyowned subsidiary / group companies. Therefore management is of the view that the company is not required to be registeredunder section 45 IA of the Reserve Bank of India Act, 1934. However , the management will take opinion on this subjectsubsequent to the close of the year.
Our opinion is not modified in respect of the above matterKey Audit Matter
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standaloneInd AS financial statements for the year ended March 31 2025. These matters were addressed in the context of our audit of thestandalone Ind AS financial statements and in forming our opinion thereon, and we do not provide a separate opinion onthese matter. We have determined the matters described below to be the key Audit Matter to be communicated in our reports.
Sl no.
Reporting
How was the Key Audit Matter addressed in the audit
1
The company has investmentin 95,10,360 equity sharesof erstwhile Associate - J KUrbanscape and DevelopersLimited .These investments havenot been valued at fair value inaccordance with Ind AS 109.
We have made reliance on the following representation given by themanagement
Valuation of Investment in J K Urbanscape and Developers Limited
The Company had an investment in 95,10,360 equity shares of erstwhileassociate -JK Urbanscape and Developers Limited , which was classified asan associate company up to the financial year 2020-21. However, during thefinancial year 2021-22, JK Urbanscape and Developers Limited . made arights issue at a premium, in which the Company chose not to participate. Asa result, the Company's holding was diluted to 19%, and JK Urbanscape andDevelopers Limited ceased to be an associate under applicable accountingstandards.
Management View on Fair Valuation of Investment in Erstwhile Associate
While there has been a recent improvement in the net worth of the erstwhileassociate company, the management is of the view that there is currently noclear visibility of sustained future business/profitability. Most of the statutoryapprovals critical to the business operations are either still pending or in theprocess of being obtained.
In the absence of these approvals, and given the early stage of recovery,projections may be highly speculative and subject to significant uncertainties.As such, reliance on these projections for determining fair value couldmisrepresent the true financial position and lead to misinformation forstakeholders.
Accordingly, the management believes that any adjustment to fair value atthis stage may not be appropriate and could result in a valuation that does notreflect the underlying business realities.
Therefore, it is prudent to defer the fair valuation of the investment until thereis greater operational clarity and measurable financial performance that cansupport a reliable and justified valuation. Investment, therefore , in equityshares of erstwhile associate has been carried at cost Re 1/.
Our opinion is not modified in respect of above matter.
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 comprisesthe information included in the Company's annual report, but does not include the financial statements and our auditors'report thereon. The annual report is expected to be made available to us after the date of this auditors' report. Our opinion onthe 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 financial statements, our responsibility is to read the other information identified abovewhen it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financialstatements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the annual report, if we conclude that there is a material misstatement therein, we are required to communicatethe 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 Board of Directors is responsible for the matters stated in section 134(5) of the Companies Act, 2013 ("theAct") with respect to the preparation of these standalone financial statements that give a true and fair view of the financialposition, financial performance, Total Comprehensive Income, changes in equity and cash flows of the Company in accordancewith the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenanceof adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Companyand 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 adequateinternal 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 statement that give a true and fair view and are free from materialmisstatement, whether due to fraud or error.
In preparing the financial statements , management is responsible for assessing the Company's ability to continue as a goingconcern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from materialmisstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalonefinancial statements .
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughoutthe audit. We also:
• Identify and assess the risks of material misstatement of the standalone financial statements , whether due to fraud orerror, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud ishigher 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 financial control relevant to the audit in order to design audit procedures thatare appropriate in the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible forexpressing our opinion on whether the company has adequate internal financial controls system in place and the operatingeffectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and relateddisclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the auditevidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt onthe Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are requiredto draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosuresare inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor'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 standalone financial statements , including the disclosures,and whether the standalone financial statements represent the underlying transactions and events in a manner thatachieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of theaudit 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 requirementsregarding independence, and to communicate with them all relationships and other matters that may reasonably be thought tobear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of mostsignificance in the audit of the financial statements of the current period and are therefore the key audit matters. We describethese matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremelyrare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences ofdoing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor's Report) Order, 2020 ("the Order"), issued by the Central Government of India interms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the" Annexure A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order, to the extent applicable.
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 werenecessary 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 ourexamination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, statement of changes inEquity and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.
(d) In our opinion, the aforesaid Ind AS financial statements comply with the Accounting Standards specified under Section133 of the Act, read with Companies (Indian Accounting Standards ) Rules 2015 as amended except Ind AS 109 (Refernote no 45 to the standalone financial statements).
(e) On the basis of the written representations received from the directors as on 31st March, 2025 taken on record by the Boardof Directors, none of the directors is disqualified as on 31st March, 2025 from being appointed as a director in terms ofSection 164 (2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operatingeffectiveness of such controls, refer to our separate Report in "Annexure B".
(g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section197(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 bythe Company to its directors during the year is in accordance with the provisions of section 197 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 theexplanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financialstatements -Refer Note No 34 to the financial statements.
ii. The Company did not have any long-term contracts including derivative contracts for which there were any materialforeseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund bythe Company.
iv. (a) The management has represented that, to the best of it's 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 ("lntermediaries"}, withthe understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly orindirectly lend or invest in other persons or entities Identified in any manner whatsoever by or on behalf of theCompany ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the UltimateBeneficiaries.
(b) The management has represented, that, to the best of it's knowledge and belief, no funds have been receivedby the Company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with theunderstanding, whether recorded in writing or otherwise, that the Company shall, whether, directly orindirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf ofthe Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of theUltimate Beneficiaries.
( c) Based on such audit procedures we have considered reasonable and appropriate in the circumstances; nothinghas come to our notice that has caused us to believe that the representations under sub-clause (a) and (b)abovecontain any material misstatement
v. The company has not declared or paid any dividend during the year .
vi. Based on our examination which included test checks,the company has used an accounting software for maintainingits books of account which has a feature of recording audit trail (edit log) facility and the same has operatedthroughout the year for all relevant transactions recorded in the software. Further, during the course of our auditwe did not come across any instance of audit trail being tampered with. The audit trail has been preserved by thecompany as per the statutory requirements for record retention.
Place: Kanpur (PARTNER)
Membership Number: 72754UDIN NO 25072754BMJPGM7543