We have audited the accompanying financial Statements of J.A. Finance Ltd. (the Company”), whichcomprise 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 theyear then ended on that date and notes to the Financial Statements including a summary of materialaccounting policies and other explanatory information (hereinafter referred to as “FinancialStatements”).
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”) inthe manner so required and give a true and fair view in conformity with the Indian AccountingStandards prescribed under section 133 of the Act read with the Companies (Indian AccountingStandards) Rules, 2015, as amended (“Ind AS”) and other accounting principle generally accepted inIndia, of the state of affairs of the Company as at March 31, 2025, the profit and total comprehensiveincome, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the financial statement in accordance with Standards on Auditing (SAs)specified under section 143(10) of the Act. Our responsibilities under those Standards are furtherdescribed in the Auditor’s Responsibilities for the Audit of the Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued by theInstitute of Chartered Accountants of India (“ICAI”) together with the ethical requirements that arerelevant to our audit of the Financial statements under the provisions of the Act and Rules thereunderand we have fulfilled our other ethical responsibilities in accordance with these requirements and theCode of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our opinion on the financial statements.
Emphasis of Matters
As per Ind AS, the financial assets and financial liabilities are to be valued as per Indian AccountingStandards. The Investments in shares being Financial Assets have been measured at Fair Value throughOther Comprehensive Income. We have not received the valuation certificate for the carrying value ofInvestment in unquoted equity shares. We have relied on the valuation provided and confirmed by themanagement.
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 ouraudit of the Financial Statements of the current period. These matters were addressed in the context ofour audit of the Financial statements as a whole, and in forming our opinion thereon, and we do notprovide a separate opinion on these matters.
The Company’s Board of Directors are responsible for the other information. The other informationcomprises the information included in the Management Discussion & Analysis, Board’s Reportincluding Annexure to Board’s Report, Business Responsibility Report, Corporate Governance andShareholder’s Information but does not include the Financial Statements and our auditor’s reportthereon. Our opinion on the 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 Financial Statements, our responsibility is to read the otherinformation and, in doing so, consider whether the other informationis materially inconsistent with theFinancial Statements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated. If, based on the work we have performed, we conclude that there is a material misstatementof this other information, we are required to report that fact. We have nothing to report in this regard.
The Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Actwith 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 andcash flows of the Company in accordance with the accounting principles generally accepted in India,including Indian Accounting Standard (Ind AS) prescribed under section 133 of the Act.
This responsibility also includes maintenance of adequate accounting records in accordance with theprovisions of the Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent, and design, implementation and maintenanceof adequate internal financial controls, that were operating effectively for ensuring the accuracy andcompleteness of the accounting records, relevant to the preparation and presentation of the FinancialStatements that give a true and fair view and are free from material misstatement, whether due to fraudor error.
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 thegoing concern basis of accounting unless management either intends to liquidate the Company or tocease 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 Financial Statements
Our objectives are to obtain reasonable assurance about whether the Financial statements as a whole arefree 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 anaudit 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 theaggregate, they could reasonably be expected to influence the economic decisions of users taken on thebasis of this Financial Statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintainprofessional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the Financial Statements, whether dueto 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 notdetecting a material misstatement resulting from fraud is higher than for one resulting fromerror, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or theoverride of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design auditprocedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we arealso responsible for expressing our opinion on whether the company has adequate internalfinancial controls with reference to financial statements in place and the operating effectivenessof such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis ofaccounting and, based on the audit evidence obtained, whether a material uncertainty existsrelated to events or conditions that may cast significant doubt on the Company’s ability tocontinue as a going concern. If we conclude that a material uncertainty exists, we are required todraw attention in our auditor’s report to the related disclosures in the Financial Statements or, ifsuch disclosures are inadequate, to modify our opinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor’s report. However, future events or conditionsmay cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the Financial Statements, includingthe disclosures, and whether the Financial Statements represent the underlying transactions andevents in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the Financial Statements that, individually or inaggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of theFinancial Statements may be influenced. We consider quantitative materiality and qualitative factors in
(i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate theeffect of any identified misstatements in the Financial Statements.
We communicate with those charged with governance regarding, among other matters, the plannedscope and timing of the audit and significant audit findings, including any significant deficiencies ininternal control 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 them all relationships and othermatters that may reasonably be thought to bear on our independence, and where applicable, relatedsafeguards.
Report on Other Legal and Regulatory Requirements(1) 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 asit appears from our examination of those books;
c. The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), theStatement of Changes in Equity and the Statement of Cash Flows dealt with by this report are inagreement with the books of account;
d. In our opinion, the aforesaid Financial Statements comply with the Indian Accounting Standards (IndAS) specified under section 133 of the Act read with relevant rules issued there under;
e. On the basis of the written representations received from the directors as on March 31, 2025, andtaken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025from 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 with reference to financial statements ofthe Company and the operating effectiveness of such controls, refer to our separate report in “AnnexureA”.
g. With respect to the other matters to be included in the Auditor’s Report in accordance with therequirements of section 197(16) of the Act, as amended, in our opinion and to the best of ourinformation and according to the explanations given to us, the remuneration paid by the Company to itsdirectors 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 ofthe Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information andaccording to the explanations given to us, we further report that:
(i) The Company does not have any pending litigations on its financial position, which will haveany impact to its Financial Statements;
(ii) The Company did not have any material foreseeable losses in long term contracts includingderivative contracts during the year ended March 31, 2025;
(iii) There has been no delay in transferring amounts required to be transferred to the InvestorEducation and Protection Fund (IEPF) by the Company.
(iv) . (a) The Management has represented that, to the best of its knowledge and belief, no funds(which are material either individually or in the aggregate) have been advanced or loaned orinvested (either from borrowed funds or share premium or any other sources or kind of funds)by the Company to or in any other person or entity, including foreign entity (“Intermediaries”),with the understanding, 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 mannerwhatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide anyguarantee, security or the like on behalf of the Ultimate Beneficiaries;
(b) The Management has represented, that, to the best of its knowledge and belief, no funds(which are material either individually or in the aggregate) have been received by the Companyfrom any person or entity, including foreign entity (“Funding Parties”), with the understanding,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 oron behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security orthe like on behalf of the Ultimate Beneficiaries;
(c) Based on the audit procedures that have been considered reasonable and appropriate in thecircumstances, nothing has come to our notice that has caused us to believe that therepresentations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above,contain any material misstatement.
(v) . The company had not declared or paid any dividend during the year, therefore compliancewith section 123 of the Companies Act, 2013 is not applicable.
(vi). Based on our examination which included test checks, the company has used an accountingsoftware for maintaining its books of account which has a feature of recording audit trail (editlog) facility has operated throughout the year for all relevant transactions recorded in thesoftware. Further, during the course of our audit we did not come across any instance of audittrail feature being tampered with during the course of our audit. The company has preservedaudit trail log as per the statutory requirement of record retention and were available for audit.
2. 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 “B”, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extentapplicable.
For S K Naredi & Co
Chartered Accountants
ICAI Firm Regn. No -003333C
(Harsimran Singh)
Partner
M. No - 417626
UDIN-25417626BMKYDV6206
May 27, 2025Jamshedpur, India.