We have audited the accompanying financial statements of G.K. Consultants Limited (“the Company”)which comprises the Balance Sheet as at March 31,2025, the Statement of Profit and Loss (including OtherComprehensive Income), Statement of Changes in Equity and statement of cash flows for the year thenended, and notes to the financial statements, including a summary of significant accounting policies andother explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, theaforesaid 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 accounting principles generallyaccepted in India, of the state of affairs of the Company as at March 31,2025, profit and loss and othercomprehensive income, changes in equity and its cash flows for the year ended on that date.
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’sResponsibilities for the Audit of the Financial Statements section of our report. We are independent of theCompany in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India(the ‘ICAI’) together with the ethical requirements that are relevant to our audit of the financial statementsunder the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters are those matters that, in our professional judgement, were of most significance in ouraudit of the financial statements of the current period. These matters were addressed in the context of ouraudit of the financial statements as a whole, and informing our opinion thereon, and we do not provide aseparate opinion on these matters.
Key audit matters
How our audit addressed the key audit matter
Compliance with regulations impacting financial
1. The company operates in a highly
1.
Understood the relevant legal and
regulated environment. Being a Non-
regulatory framework within which the
Banking Financial Company RBI
NBFC Company operates and operation
provides directives and guidelines in the
2.
of its key control over this framework.Assessed the compliance structure of the
form of circulars from time to time.
company with regard to adherences to
Given the pervasive nature of the
various regulation. We understood the
regulations, failure to comply with them
process followed by the Compliance
could have a material financial impact on
Team to obtain and disseminate updates
the operations of the company.
regarding new circulars/notification/press releases.
3.
Assessed that disclosure in the financialstatements are in line with therequirement of RBI.
4.
Enquired about penalties levied if any onthe company for any assessednoncompliance with regulatoryrequirements.
The Company’s Management and Board of Directors are responsible for the matters stated in section 134(5)of the Act with respect to the preparation of these financial statements that give a true and fair view of thefinancial position, financial performance, including other comprehensive income, changes in equity and cashflows of the Company in accordance with accounting principles generally accepted in India, includingIndian Accounting Standards (Ind AS) prescribed under section 133 of the Act. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions of the Act forsafeguarding of 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 arereasonable and prudent; and design, implementation and maintenance of adequate internal financial controlsthat 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 arefree from material misstatement, whether due to fraud or error.
The Management is also responsible for recording of audit trail (edit log) facility and same has beenoperated throughout the year for all relevant transactions recorded in software.
In preparing the financial statements, management is responsible 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 management either intends to liquidate the Company or to ceaseoperations, 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 Financial Statement
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are freefrom material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes ouropinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted inaccordance 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 beexpected 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
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud orerror, design and perform audit procedures responsive to those risks, and obtain audit evidence that issufficient and appropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement 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 control relevant to the audit in order to design audit procedures that areappropriate in the circumstances. Under section 143(3)(i) of the Act, 2013, we are also responsible forexpressing our opinion on whether the company has adequate internal financial controls system withreference to the Financial Statements in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimatesand related 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 thatmay 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 financial statements or, if such disclosures are inadequate, to modify our opinion. Ourconclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, futureevents or conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including thedisclosures, and whether the financial statements represent the underlying transactions and events in amanner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scopeand timing of the audit and significant audit findings, including any significant deficiencies in internalcontrol that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevantethical requirements regarding independence, and to communicate with the mall relationships and othermatters that may reasonably be thought to bear on our independence, and where applicable, relatedsafeguards.
From the matters communicated with those charged with governance, we determine those matters that wereof most significance in the audit of the financial statements of the current period and are therefore the keyaudit matters. We describe these matters in our auditor’s report unless law or regulation precludes publicdisclosure about the matter or when, in extremely rare circumstances, we determine that a matter should notbe communicated in our report because the adverse consequences of doing so would reasonably be expectedto outweigh the public interest benefits of such communication.
We want to draw attention to the fact that pursuant to the Special Resolution passed by the Members on 28thSeptember 2024, the consideration per fully convertible share warrant on preferential basis was determinedas Rs. 4 per warrant. However, at the Board Meeting held on 28th October 2024, the Board approved theissuance of fully convertible share warrants on preferential basis at a consideration of Rs. 3.825 per warrant,
which has been duly received by the Company. Consequently, the Company has allotted 6,000,000 fullyconvertible share warrants on preferential basis at Rs. 3.825 to persons belonging to the Non-Promotercategory at the said consideration. All the 60,00,000 fully convertible share warrants have been on11.02.2025 converted into fully paid-up equity shares of face value ?10 each at a premium of ?5.30 pershare.
Our conclusion is not modified in respect of this matter
1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the CentralGovernment of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give inthe Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extentapplicable.
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 knowledgeand 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 itappears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by thisReport are in agreement with the books of accounts.
d) In our opinion, the aforesaid financial statements comply with the Indian Accounting Standardsspecified under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) On the basis of the written representations received from the directors as on 31st March, 2025 taken onrecord by the Board of Directors, none of the directors is disqualified as on 31st March, 2025 frombeing appointed as a director in terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the Internal Financial Control with reference to Financial Statements ofthe 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 ofthe Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information andaccording to the explanations given to us:
i) The Company does not have any pending litigations which would impact its financial position.
ii) The Company did not have any long-term contracts including derivative contracts for which therewere any material foreseeable losses.
iii) There was no amount which were required to be transferred, to the Investor Education andProtection Fund by the Company.
iv) (i) The management has represented that, to the best of its knowledge and belief, other than as
disclosed in the notes to the accounts, no funds have been advanced or loaned or invested (eitherfrom borrowed funds or share premium or any other sources or kind of funds) by the company to orin any other person(s) or entity(ies), including foreign entities (“Intermediaries”), with theunderstanding, 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 whatsoeverby or on behalf of the company (“Ultimate Beneficiaries”) or provide any guarantee, security or thelike on behalf of the Ultimate Beneficiaries;
(ii) The management has represented, that, to the best of its knowledge and belief, other than asdisclosed in the notes to the accounts, no funds have been received by the company from anyperson(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, lendor invest in other persons or entities identified in any manner whatsoever by or on behalf of theFunding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf ofthe Ultimate Beneficiaries; and
(iii) Based on audit procedures which we considered reasonable and appropriate in thecircumstances, nothing has come to their notice that has caused them to believe that therepresentations under sub-clause (i) and (ii) contain any material mis-statement.
v) The company has not declared or paid any dividend during the year in contravention of theprovisions of section 123 of the Companies Act, 2013.
vi) Based on our examination which included test checks, the Company has used accounting softwarefor maintaining its books of account for the year ended 31st March, 2025 which has a feature ofrecording audit trail (edit log) facility and the same has operated throughout the year for all relevanttransactions recorded in the software. Further, during the course of our audit, we did not come acrossany instance of the audit trail feature being tampered with and the audit trail has been preserved bythe company.
vii) The Company has paid/ provided for managerial remuneration in accordance with the requisiteapprovals mandated by the provisions of Section 197 read with Schedule V to the Act.
CA. NIKHIL GUPTA(Partner)
M. No. 403014
UDIN: 25403014BMJLGJ3028
Place: DelhiDate: 07.06.2025