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AUDITOR'S REPORT

Satiate Agri Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 6.47 Cr. P/BV -3.35 Book Value (₹) -6.59
52 Week High/Low (₹) 41/22 FV/ML 10/100 P/E(X) 0.00
Bookclosure 28/09/2024 EPS (₹) 0.00 Div Yield (%) 0.00
Year End :2026-03 

We have audited the standalone financial statements of Satiate Agri Limited (“the Company”),
which comprise the Balance Sheet as at 31 st March 2026, 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
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 Standalone financial statements give the information required by 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 31st March, 2026, and its profit, total
comprehensive income, the 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.

Emphasis of Matter

We draw attention to Note 24 to the accompanying financial statements, which describes that the
Company has recognized a loss of
Rs. 392.72 lakhs during the year by writing off the opening
inventory, after management concluded that the said inventory was not physically available upon
verification. The said inventory had been acquired in earlier years out of borrowings obtained from
Colama Commercial Limited.

Further states that Colama Commercial Limited has initiated proceedings under Section 7 of the
Insolvency and Bankruptcy Code, 2016 before the
National Company Law Tribunal (NCLT),
Indore Bench
, against the Company in December 2025. The outcome of these proceedings and
any consequential financial impact, if any, cannot presently be determined.

Further states that secured Creditor Excellence Finance Pvt. Ltd. has initiated proceedings under
Section 7 of the Insolvency and Bankruptcy Code, 2016 before the
National Company Law
Tribunal (NCLT), Indore Bench
, against the Company on 29.05.2026. The outcome of these
proceedings and any consequential financial impact, if any, cannot presently be determined.

Further states that M/s Poonam Impex , Operational Creditor has initiated proceedings under
Section 9 of the Insolvency and Bankruptcy Code, 2016 before the
National Company Law
Tribunal (NCLT), Indore Bench
, against the Company on 24.04.2025. The outcome of these
proceedings and any consequential financial impact, if any, cannot presently be determined.

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 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.

Key Audit Matters

Auditor’s Response

Existence and Valuation of Inventory

As at the beginning of the financial year,

Our audit procedures included, among others:

the Company had opening inventory

• Obtaining an understanding of the circumstances

amounting to Rs. 392.72 lakhs. During

leading to the non-availability of the inventory and the

the first quarter, the management

management's assessment thereof.

determined that the physical inventory

• Evaluating the accounting treatment adopted by the

was not available and, consequently,

Company for the write-off of the inventory with

recognized the entire carrying amount of

reference to the applicable requirements of Ind AS 2 -

such inventory as a loss in the Statement

Inventories and other relevant accounting standards.

of Profit and Loss. This resulted in a

• Examining management's supporting documentation,

significant loss being recognized during

and other relevant evidence supporting the write-off.

the current financial year.

• Assessing whether the loss has been appropriately
recognized and adequately disclosed in the financial

This matter was considered to be of

statements.

most significance in our audit due to the

Examine the loan agreement with colama commercial

materiality of the amount involved, the

Ltd. Charge created before ROC and it was explained

impact on the financial statements, and

to us that the this agreement and inventory transaction

the significant management judgment

were executed by erstwhile directors and same is

involved in determining that the

disputed. Fund of that loan were used for purchases of

inventory no longer existed and should
be written off.

UNSECURED LOAN

Company has obtained unsecured

such inventory.

loan from colama commercial Ltd.

The loan agreement executed between the Company

And showing as opening balance as
unsecured loans of Rs. 405 lakhs

and the lender specifies that the borrowing is
unsecured. However, a charge has been registered
with the Registrar of Companies (ROC) in respect of
the same borrowing. This appears to be inconsistent
with the terms of the loan agreement. Management
should investigate the circumstances under which the
charge was created, obtain appropriate legal advice,

and take necessary steps to rectify the ROC records, if

the registration is found to be erroneous. The

Company should also assess whether there were any

deficiencies in internal controls or governance relating

to the creation and registration of charges.

Basis for Disclaimer of Opinion

As disclosed in Note 24 to the standalone financial statements, the Company had opening
inventory amounting to
Rs. 392.72 lakhs as at 1 April 2025. During the year, the management
determined that the said inventory was not physically available and, accordingly, recognized the
entire carrying amount as a loss in the Statement of Profit and Loss.

The aforesaid inventory was acquired during earlier years under the erstwhile management and was
financed through borrowings obtained from
Colama Commercial Limited. We were informed that
Colama Commercial Limited has initiated proceedings under Section 7 of the Insolvency and
Bankruptcy Code, 2016 before the National Company Law Tribunal, Indore Bench. The matters
relating to the acquisition of the inventory, the related borrowings, and the pending legal
proceedings remain under dispute.

We were unable to obtain sufficient appropriate audit evidence regarding:

• the existence and condition of the opening inventory amounting to Rs. 392.72 lakhs;

• the circumstances leading to the non-availability of such inventory;

• the appropriateness and completeness of the write-off recognized during the year;

• the possible financial implications arising from the pending legal proceedings and related
claims, if any; and

• the consequential impact of the above matters on the accompanying standalone financial
statements, including the Statement of Profit and Loss, Balance Sheet, Statement of
Changes in Equity, Statement of Cash Flows, and the related disclosures.

Accordingly, we were unable to determine whether any adjustments might have been necessary in
respect of the amounts reported in the accompanying standalone financial statements.

Information Other than the Financial Statements and Auditor’s 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 Annual Report but does not include the
standalone and consolidated financial statements and our auditor’s report thereon.

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 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.

If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.

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 (“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 implementation
and maintenance of 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 statement that give a true and fair view
and are free from material misstatement, whether due to fraud or error.

In preparing the Ind AS 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 are 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:

a. 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.

b. Obtain an understanding of internal controls 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 financial statement in place and the operating
effectiveness of such controls. In our opinion looking to the non availability of opening
inventory there is weak or no proper internal control in the company.

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

d. 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.
However, future events or conditions may cause the Company to cease to continue as a
going concern.

e. 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 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.

Other Matter

The comparative financial information of the Company for the year ended 31st March 2026 are
based on the financial statements audited by the predecessor auditor whose report for the year ended
31st March, 2025 dated 30.05.2026 expressed an unmodified opinion on those financial statements.
Further previous year original audit report is not available for our verification and record.
Management has provided the previous year audit report to us which is same as contained in annual
report on BSE portal.

Our opinion on the financial statements above is not modified in respect of these matters.

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 in terms of sub-section (11) of section 143 of the Companies Act, 2013, we
give in the Annexure A, a statement on the matters specified 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 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 the
paragraph g(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules,
20

c. The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive
Income), Statement of Changes in Equity and the Statement of Cash Flow 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 Accounting
Standards specified under Section 133 of the Act, read with Companies (Indian Accounting
Standards) Rules 2015 as amended.

e. On the basis of the written representations received from the directors as on 31st March,
2026 taken on record by the Board of Directors, none of the directors is disqualified as on
31st March, 2026 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 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 financial statements - Refer Note 27 to the financial statements;

ii. The Company did not have any long term contract including derivative contract for
which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company.

iv. (1) 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 persons or entities, 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 (“Ultimate Beneficiaries”) by or on behalf of the Company or

• provide any guarantee, security or the like to or on behalf of the Ultimate
Beneficiaries.

(2) The management has represented, that, to the best of its knowledge and belief, no
funds have been received by the Company from any persons or entities, 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 (“Ultimate Beneficiaries”) by or on behalf of the Funding Party
or

• provide any guarantee, security or the like from or on behalf of the Ultimate
Beneficiaries; and

(3) Based on such audit procedures as 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 (iv) (1) and (iv) (2) contain any material mis¬
statement.

v. The company has not declared or paid dividend during the year hence provision of
Section 123 of the Act not applicable.

vi. 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 except that register for property
plant and equipment maintained in software which has no audit trail feature . Further,
during the course of our audit we did not come across any instance of audit trail
feature being tampered with.

Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining
books of account using accounting software which has a feature of recording audit
trail (edit log) facility is applicable to the Company with effect from April 1, 2023
and. as per information and explanation given to us the audit trail of previous year
has been preserved by the company as per the statutory requirements for record
retention.

h. With respect to the matter to be included in the Auditors’ Report under Section
197(16) of the Act, In our opinion and according to the information and explanations
given to us, the remuneration paid by the Company to its directors during the current
year is in accordance with the provisions of Section 197 read with schedule V of the
Act.

For S. N. Gadiya & Company
Chartered Accountants
(Firm Reg. No. 002052C)

CA Satiya Narayan Gadiya
Proprietor

Date: 30.05.2026 M. No. 071229

Place: Indore

UDIN: 26071229JQAAPP7726

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