We have audited the accompanying standalonefinancial statements of ZOTA HEALTH CARE LIMITED(the "Company"), which comprise the Balance Sheetas at March 31, 2025, the Statement of Profit andLoss (including Other Comprehensive Income), theStatement of Changes in Equity and the Cash Flowsfor the year ended on that date and a summary of thematerial accounting policies and other explanatoryinformation (hereinafter referred to as the "standalonefinancial statements”).
In our opinion and to the best of our information andaccording to the explanations given to us, the aforesaidstandalone financial statements give the informationrequired by the Companies Act, 2013 ("the Act”) inthe manner so required and give a true and fair viewin conformity with the Indian Accounting Standardsprescribed under section 133 of the Act read withthe Companies (Indian Accounting Standards) Rules,2015, as amended, ("Ind AS”) and other accountingprinciples generally accepted in India, of the state ofaffairs of the Company as at March 31,2025, the profitand total comprehensive income, changes in equityand its cash flows for the year ended on that date.
BASIS FOR OPINION
We conducted our audit of the standalone financialstatements in accordance with the Standards onAuditing (SAs) specified under section 143(10) ofthe Companies Act, 2013. Our responsibilities underthose Standards are further described in the Auditor'sResponsibilities for the Audit of the standalonefinancial statements section of our report. We areindependent of the Company in accordance with theCode of Ethics issued by the Institute of CharteredAccountants of India (ICAI) together with theindependence requirements that are relevant to ouraudit of the standalone financial statements under theprovisions of the Act and the Rules made thereunder,and we have fulfilled our other ethical responsibilitiesin accordance with these requirements and the ICAI'sCode of Ethics. We believe that the audit evidence wehave obtained is sufficient and appropriate to providea basis for our audit opinion on the standalone financialstatements.
KEY AUDIT MATTERS
We have determined that there are no key auditmatters to communicate in our report.
INFORMATION OTHER THAN THEFINANCIAL STATEMENTS AND AUDITOR'SREPORT THEREON
The Company's Board of Directors is responsiblefor the other information. The other informationcomprises the information included in the Annual
Report but does not include the standalone financialstatements and our auditor's report thereon.
Our opinion on the standalone financial statementsdoes not cover the other information and we do notexpress any form of assurance conclusion thereon.
In connection with our audit of the standalonefinancial statements, our responsibility is to read theother information identified above and, in doing so,consider whether the other information is materiallyinconsistent with the standalone financial statements,or our knowledge obtained during the course of ouraudit or otherwise appears to be materially misstated.
If, based on work we have performed, we concludethat there is a material misstatement of this otherinformation, we are required to report that fact. Wehave nothing to report in this regard.
RESPONSIBILITIES OF MANAGEMENT ANDTHOSE CHARGED WITH GOVERNANCEFOR THE STANDALONE FINANCIALSTATEMENTS
The Company's Management and Board of Directorsis responsible for the matters stated in section 134(5)of the Act with respect to the preparation of thesestandalone financial statements that give a true and fairview of the financial position, financial performance,total comprehensive income, changes in equity andcash flows of the Company in accordance with the IndAS and other accounting principles generally acceptedin India. This responsibility also includes maintenanceof adequate accounting records in accordance withthe provisions of the Act for safeguarding the assets ofthe Company and for preventing and detecting fraudsand other irregularities; selection and application ofappropriate accounting policies; making judgmentsand estimates that are reasonable and prudent;and design, implementation and maintenanceof adequate internal financial controls, that wereoperating effectively for ensuring the accuracy andcompleteness of the accounting records, relevant tothe preparation and presentation of the standalonefinancial statements that give a true and fair view andare free from material misstatement, whether due tofraud or error.
In preparing the standalone financial statements, theCompany's Management and Board of Directors areresponsible for assessing the Company's ability tocontinue as a going concern, disclosing, as applicable,matters related to going concern and using the goingconcern basis of accounting unless managementeither intends to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so.
The Board of Directors of the Company is alsoresponsible for overseeing the Company's financialreporting process.
Our objectives are to obtain reasonable assuranceabout whether the standalone financial statements asa whole are free from material misstatement, whetherdue to fraud or error, and to issue an auditor's reportthat includes our opinion. Reasonable assuranceis a high level of assurance, but is not a guaranteethat an audit conducted in accordance with SAs willalways detect a material misstatement when it exists.Misstatements can arise from fraud or error and areconsidered material if, individually or in the aggregate,they could reasonably be expected to influence theeconomic decisions of users taken on the basis ofthese standalone financial statements.
As part of an audit in accordance with SAs, We exerciseprofessional judgment and maintain professionalskepticism throughout the audit. We also:
- Identify and assess the risks of materialmisstatement of the standalone financialstatements, whether due to fraud or error, designand perform audit procedures responsive to thoserisks, and obtain audit evidence that is sufficientand appropriate to provide a basis for our opinion.The risk of not detecting a material misstatementresulting from fraud is higher than for one resultingfrom error, as fraud may involve collusion, forgery,intentional omissions, misrepresentations, or theoverride of internal control.
- Obtain an understanding of internal financialcontrols relevant to the audit in order to designaudit procedures that are appropriate in thecircumstances. Under section 143(3)(i) of theAct, We are also responsible for expressing ouropinion on whether the Company has adequateinternal financial controls system in place and theoperating effectiveness of such controls.
- Evaluate the appropriateness of accountingpolicies used and the reasonableness ofaccounting estimates and related disclosuresmade by management.
- Conclude on the appropriateness ofmanagement's use of the going concern basisof accounting and, based on the audit evidenceobtained, whether a material uncertainty existsrelated to events or conditions that may castsignificant doubt on the Company's ability tocontinue as a going concern. If We concludethat a material uncertainty exists, we are requiredto draw attention in our auditor's report to therelated disclosures in the standalone financialstatements or, if such disclosures are inadequate,to modify our opinion. Our conclusions are basedon the audit evidence obtained up to the date ofour auditor's report. However, future events orconditions may cause the Company to cease tocontinue as a going concern.
- Evaluate the overall presentation, structure andcontent of the standalone financial statements,including the disclosures, and whether thestandalone financial statements represent theunderlying transactions and events in a mannerthat achieves fair presentation.
We communicate with those charged withgovernance regarding, among other matters, theplanned scope and timing of the audit and significantaudit findings, including any significant deficiencies ininternal control that we identify during our audit.
We also provide those charged with governance witha statement that we have complied with relevantethical requirements regarding independence, andto communicate with them all relationships and othermatters that may reasonably be thought to bear onour independence, and where applicable, relatedsafeguards.
From the matters communicated with those chargedwith governance, we determine those mattersthat were of most significance in the audit of thestandalone financial statements of the current periodand are therefore the key audit matters. We describethese matters in our auditor's report unless law orregulation precludes public disclosure about thematter or when, in extremely rare circumstances, wedetermine that a matter should not be communicatedin our report because the adverse consequences ofdoing so would reasonably be expected to outweighthe public interest benefits of such communication.
1 As required by section 143(3) of the Act, Wereport that:
a We have sought and obtained all theinformation and explanations, which tothe best of our knowledge and belief werenecessary for the purpose of our audit.;
b In our opinion proper books of accountsas required by Law have been kept by theCompany, so far as it appears from ourexamination of the books;
c The Balance Sheet, the Statement of Profitand Loss (including other comprehensiveincome), the Cash Flow Statement and theStatement of Changes in Equity dealt with bythis report are in agreement with the booksof account;
d In our opinion, the aforesaid standalonefinancial statements comply with the Ind ASspecified under Section 133 of the Act.;
e On the basis of the written representationsreceived from the directors as on March31, 2025 taken on record by the Board ofDirectors, none of the directors is disqualified
as on March 31,2025 from being appointedas a director in terms of Section 164(2) ofthe Act;
f With respect to the adequacy of the internalfinancial controls over financial reporting ofthe Company and the operating effectivenessof such controls, refer to our separate Reportin "Annexure A". Our report expresses anunmodified opinion on the adequacy andoperating effectiveness of the Company'sinternal financial controls with reference toStandalone Financial Statements.;
g With respect to the other matters to beincluded in the auditor's report in accordancewith the requirements of section 197(16) ofthe Act, as amended, in our opinion and to thebest of our information and according to theexplanations given to us, the remunerationpaid by the Company to its directors duringthe year is in accordance with the provisionsof section 197 read with Schedule V tothe Act.
h With respect to the other matters to beincluded in the Auditor's Report in accordancewith Rule 11 of the Companies (Audit andAuditors) Rules, 2014, as amended in ouropinion and to the best of our knowledge andbelief and according to the information andexplanations given to us:
(i) The Company does not have anypending litigations which would impactits financial position.
(ii) The Company did not have any long¬term contracts including derivativescontracts for which there were anymaterial foreseeable losses.
(iii) There has been no delay in transferringamounts, required to be transferred, tothe Investor Education and ProtectionFund by the Company.
(iv) (a) The Management has represented
that, to the best of its knowledgeand belief, no funds (which arematerial either individually or in theaggregate) have been advancedor loaned or invested (either fromborrowed funds or share premiumor any other sources or kind offunds) by the Company to or in anyother person or entity, includingforeign entity ("Intermediaries”),with the understanding, whetherrecorded in writing or otherwise,that the Intermediary shall, whether,directly or indirectly lend or invest inother persons or entities identifiedin any manner whatsoever by or onbehalf of the Company ("UltimateBeneficiaries”) or provide any
guarantee, security or the like onbehalf of the Ultimate Beneficiaries;
(b) The Management has represented,that, to the best of its knowledgeand belief, no funds (which arematerial either individually or in theaggregate) have been receivedby the Company from any personor entity, including foreign entity("Funding Parties”), with theunderstanding, whether recordedin writing or otherwise, that theCompany shall, whether, directlyor indirectly, lend or invest in otherpersons or entities identified in anymanner whatsoever by or on behalfof the Funding Party ("UltimateBeneficiaries”) or provide anyguarantee, security or the like onbehalf of the Ultimate Beneficiaries.
(c) Based on the audit proceduresthat have been consideredreasonable and appropriate in thecircumstances, nothing has cometo our notice that has caused usto believe that the representationsunder sub-clause (i) and (ii) of Rule11(e), as provided under (a) and(b) above, contain any materialmisstatement.
(v) (a) The final dividend paid by theCompany during the year in respectof the same declared for theprevious year is in accordance withsection 123 of the Act to the extentit applies to payment of dividend.
(b) The Board of Directors of theCompany have proposed finaldividend for the year which issubject to the approval of themembers at the ensuing AnnualGeneral Meeting. The amount ofdividend proposed is in accordancewith section 123 of the Act, asapplicable.
(vi) Based on our examination whichincluded test checks, the Companyhas used an accounting softwarefor maintaining its books of accountwhich has a feature of recordingaudit trail (edit log) facility and thesame has operated throughout theyear for all relevant transactionsrecorded in the software. Further,during the course of our audit wedid not come across any instanceof audit trail feature being tamperedwith. Additionally, the audit trail hasbeen preserved by the Company asper the statutory requirements forrecord retention.
2 As required by the Companies (Auditor's Report) Order, 2020, issued by the Central Government of Indiain terms of sub-section (11) of section 143 of the Act (the "Order") and according to the information andexplanations given to me, we enclose in the "Annexure B" a statement on the matters specified in paragraphs3 and 4 of the Order, to the extent applicable.
For Pradeep K Singhi & Associates
Chartered AccountantsICAI Firm Reg. No. 0126027W
Pradeep Kumar Singhi
Partner
Date: 29-05-2025 M. No. 200/024612
Place: Surat UDIN: 25024612BMONJJ1141