We have audited the accompanying standalone Ind AS financial statements of NTC Industries Limited ("theCompany"), which comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss, including OtherComprehensive Income, the Statement of Changes in Equity and the Statement of Cash Flows for the year then endedand notes to the standalone Ind AS financial statements, and a summary of the significant accounting policies andMother explanatory information (hereinafter referred to as "the standalone Ind AS financial statements").
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid^standalone Ind AS financial statements give the information required by the Companies Act, 2013 ("the Act") in themanner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribedunder section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("IndAS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March31, 2025, the profit and total comprehensive income, changes in equity and its cash flows for the year ended on thatdate.
Basis for Opinion:
We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on Auditingas specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in theAuditor's Responsibilities for the Audit of the Standalone Ind AS financial statements section of our report. We areindependent of the Company in accordance with the 'Code of Ethics' issued by the Institute of Chartered Accountantsof India (ICAI) together with the independence requirements that are relevant to our audit of the standalone Ind ASfinancial statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our otherethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone IndAS financial statements.
Key Audit Matters:
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of thestandalone Ind AS financial statements for the financial year ended March 31, 2025. These matters were addressed inthe context of our audit of the standalone Ind AS 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 bethe key audit matters to be communicated in our report.
Sl
No.
Key Audit Matter
How our audit addressed the key audit matter
1
Litigations and claims - provisions and
Our key procedures included, but not limited to,
contingent liabilities
the following:
Refer Note No. 43 to the standalone Ind
a) Assessed the appropriateness of the
AS financial statements.
Company's accounting policies relatingto provisions and contingent liability by
The Company is involved in indirect tax
comparing with the applicable
and other litigations ('litigations') that
accounting standards;
are pending with different statutory
b) Assessed the Company's process and the
authorities.
underlying controls for identification of
the pending litigations and completeness
The level of management judgement
for financial reporting and also for
associated with determining the need
monitoring of significant developments
for, and the quantum of, provisions for
in relation to such pending litigations;
any liabilities arising from these
c)
Assessed the Company's assumptions
litigations is considered to be high. This
and estimates in respect of litigations,
judgement is dependent on a number
including the liabilities or provisions
of significant assumptions and
recognized or contingent liabilities
assessments which involves
disclosed in the standalone Ind AS
interpreting the various applicable
financial statements. This involved
rules, regulations, practices and
assessing he probability of an
considering precedents in the various
unfavourable outcome of a given
jurisdictions.
proceeding and the reliability ofestimates of related amounts;
This matter is considered as a key audit
d)
Performed substantive procedures on
matter, in view of the uncertainty
the underlying calculations supporting
regarding the outcome of these
the provisions recorded;
litigations, the significance of the
e)
Assessed the management's conclusions
amounts involved and the subjectivity
through understanding relevant judicial
involved in management's judgement
precedents in similar cases and the
as to whether the amount should be
applicable rules and regulations;
recognized as a provision or only
f)
Engaged subject matter specialists to
disclosed as contingent liability in the
gain an understanding of the current
standalone Ind AS financial statements.
status of litigations and monitoredchanges in the disputes, if any, through
The Company has material uncertain
discussions with the management and by
tax positions including matters under
reading external advice received by the
dispute which involves significant
Company, where relevant, to validate
judgment to determine the possible
management's conclusions; and
outcome of these disputes.
g)
Assessed the appropriateness of theCompany's description of the accountingpolicy, disclosures related to litigationsand whether these are adequatelypresented in the standalone Ind AS ;financial statements.
We have determined that there are no other key audit matters to communicate in our report.
We draw attention to Note 34 to the financial Statements, which discloses that the Company has transferred a parcelof land admeasuring 49 decimals to PrzimZarc Infrastructure LLP for a consideration of ^12.46 lakhs, whereas thestamp duty valuation of the said land at the time of transfer was ^730.48 lakhs. The management has disclosed therationale and treatment of this transaction in the financial statements.
Our opinion is not modified in respect of this matter.
Information Other than financial statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the preparation of the other information. The other informationcomprises the information included in the Company's annual report, but does not include the standalone Ind ASfinancial statements and our auditors' report thereon.
Our opinion on the standalone Ind AS financial statements does not cover the other information and we do notexpress any form of assurance conclusion thereon.
In connection with our audit of the standalone Ind AS financial statements, our responsibility is to read the otherinformation and, in doing so, consider whether the other information is materially inconsistent with the standaloneInd AS financial statements or our knowledge obtained during the course of our audit or otherwise appears to bematerially misstated. If, based on the work we have performed, we conclude that there is a material misstatement ofthis other information, we are required to report that fact. We have nothing to report in this regard.
Management's Responsibility for the Standalone Ind AS financial statements
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to thepreparation of these standalone Ind AS 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 accordancewith the Ind AS and other accounting principles generally accepted in India. This responsibility also includesmaintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assetsof the Company and for preventing and detecting frauds and other irregularities; selection and application ofappropriate 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 ensuringthe accuracy and completeness of the accounting records, relevant to the preparation and presentation of thestandalone Ind AS 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 Ind AS financial statements, management is responsible for assessing the Company'sability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the goingconcern basis of accounting unless management either intends to liquidate the Company or to cease operations, orhas no realistic alternative but to do so.
The Board of Directors are responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Standalone Ind AS financial statements:
Our objectives are to obtain reasonable assurance about whether the standalone Ind AS financial statements as awhole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report thatincludes 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 arisefrom fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expectedto influence the economic decisions of users taken on the basis of these standalone Ind AS financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone Ind AS financial statements, whetherdue to fraud or error, design and perform audit procedures responsive to those risks, and obtain auditevidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting amaterial misstatement resulting from fraud is higher than for one resulting from error, as fraud may involvecollusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial controls relevant to the audit in order to design auditprocedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are alsoresponsible for expressing our opinion on whether the Company has adequate internal financial controlssystem in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates andrelated disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, basedon 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 amaterial uncertainty exists, we are required to draw attention in our auditor's report to the relateddisclosures in the standalone Ind AS financial statements or, if such disclosures are inadequate, to modify ouropinion. 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.
• Evaluate the overall presentation, structure and content of the standalone Ind AS financial statements,including the disclosures, and whether the standalone Ind AS financial statements represent the underlyingtransactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the standalone Ind AS financial statements that, individually or inaggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financialstatements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope ofour audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatementsin the financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timingof the audit and significant audit findings, including any significant deficiencies in internal control that we identifyduring our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethicalrequirements regarding independence, and to communicate with them all relationships and other matters that mayreasonably 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 ofmost significance in the audit of the standalone Ind AS financial statements for the financial year ended March 31,2025 and are therefore the key audit matters. We describe these matters in our auditor's report unless law orregulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine thata matter should not be communicated in our report because the adverse consequences of doing so would reasonablybe 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 interms of sub-section (11) of Section 143 of the Act, we give in "Annexure A" a statement on the matters specifiedin paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, based on our audit we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and beliefwere 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 appearsfrom our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement ofChanges in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the relevantbooks of account;
d) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Ind AS specified underSection 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2015;
e) On the basis of the written representations received from the directors as on March 31, 2025 taken on record bythe Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as adirector in terms of Section 164 (2) of the Act.
f) The modification arising from the maintenance of the audit trail on accounting software as stated in theparagraph(i)(vi) below on reporting under rule 11(g);
g) With respect to the adequacy of the internal financial controls over financial reporting of the Company and theoperating effectiveness of such controls, refer to our separate Report in "Annexure B". Our report expresses anunmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controlsover financial reporting;
h) In our opinion, the managerial remuneration for the year ended March 31, 2025 has been paid/provided by theCompany to its directors in accordance with the provisions of section 197 read with Schedule V to the Act
i) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and
ÝÝ^Ýaccording to the explanations given to us:
^^i. The Company has disclosed the impact of pending litigations on its financial position in its standalone Ind ASfinancial statements. Refer Note No. 43 to the standalone Ind AS financial statements.
ii. The Company did not have any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fundby the Company.
iv.
(a) The management has represented that, to the best of its knowledge and belief, other than as disclosed inthe notes to the accounts, no funds have been advanced or loaned or invested by the company to or in anyother person(s) or entities, including foreign entities ("Intermediaries"), with the understanding, whetherrecorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest inother persons or entities identified in any manner 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, other than as disclosedin the notes to the accounts, 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 orotherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entitiesidentified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") orprovide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and
(c) Based on such audit procedures that were 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 (a)and (b) contain 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 accounting software's formaintaining its books of account for the financial year ended March 31, 2025 which has a feature of recordingaudit trail (edit log) facility except for the instances disclosed in note no. 51(i) to the standalone financialstatement.
Further, for the periods where audit trail (edit log) facility was enabled and operated throughout the year forthe respective accounting software, we did not come across any instance of the audit trail feature beingtampered with.
For R RAMPURIA & COMPANY,
Chartered AccountantsFRN:325211E
(CA Rajendra Rampuria)
(Partner)
Membership Number: 108771Date: 30/05/2025Place: Kolkata
UDIN: 25108771BMLAPE1359