We have audited the accompanying standalone financial statements of TILAK VENTURES LIMITED (the "Company"), which comprisethe Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement ofChanges in Equity and the Statement of Cash Flows for the year ended on that date and notes to the financial statements, including asummary of material accounting policies and other explanatory information (hereinafter referred to as the "Standalone Financi alStatements").
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone FinancialStatements give the information required by the Companies Act, 2013 (the "Act") in the manner so required and give a true and fairview in conformity with the Indian Accounting Standards prescribed under section 133 of the Act, ("Ind AS") and other account ingprinciples generally accepted in India, of the state of affairs of the Company as at March 31, 2025 and its profit, total comprehensiveincome, changes in equity and its cash flows for the year ended on that date.
We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing ("SA"s) specified undersection 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for theAudit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Codeof Ethics issued by the Institute of Chartered Accountants of India ("ICAI") together with the ethical requirements that are relevantto our audit of the Standalone Financial Statements under the provisions of the Act and the Rules made thereunder, and we havefulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that theaudit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Standalone FinancialStatements.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the StandaloneFinancial Statements of the current period. These matters were addressed in the context of our audit of the Standalone FinancialStatements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We havedetermined the matters described below to be the key audit matters to be communicated in our report.
Key Audit Matter
How our audit addressed the key audit matter
As disclosed in Note No. 8 of the Standalone financialstatements, the Company holds investments in unlistedequity shares amounting to t1,451.16 lakhs, which includest76.50 lakhs in a subsidiary company accounted for at costin accordance with Ind AS 27. The remaining investmentscomprise t1,013.27 lakhs valued based on a valuationreport obtained from a registered valuer and t361.39 lakhsvalued using Net Book Value (NBV) as certified by theCompany's management.
The determination of fair value for these unlistedinvestments involves significant management judgment inselecting valuation methodologies and inputs, particularlywhere NBV is used without an independent valuation. Whilemanagement is responsible for the preparation and fairpresentation of these financial statements, including thedetermination of fair values, our responsibility is to assessthe reasonableness of the assumptions and methodologiesused.
Due to the materiality of these investments and thesubjectivity involved in their valuation, this matter wasconsidered significant in the context of our audit andaccordingly identified as a key audit matter.
Our audit procedures included:
• Assessing whether the investment in thesubsidiary is appropriately carried at cost in linewith Ind AS 27.
• Reviewing the valuation report prepared by theregistered valuer for the investments valued att1,013.27 lakhs, focusing on the valuationtechniques applied and key inputs used.
• Obtaining an understanding of the basis adoptedfor valuing t361.39 lakhs of investments usingNBV and assessing whether such basis isconsistent with the fair value measurementprinciples under Ind AS 113.
• Evaluating the adequacy of the disclosures madeby the management with respect to the valuationtechniques and significant judgments involved.
We have not performed an independent valuation of theseinvestments. Our audit procedures were designed to assessthe reasonableness of the management's estimates and todetermine whether the investments are fairly presented inthe financial statements as a whole.
The Company's Board of Directors is responsible for the other information. The other information comprises the informationincluded in the Management Discussion and Analysis, Board's Report including Annexures to Board's Report, BusinessResponsibility and Sustainability Report, Corporate Governance and Shareholder's Information, but does not include theconsolidated financial statements, Standalone 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 ofassurance 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 orour 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 arerequired to report that fact. We have nothing to report in this regard.
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 Financial Statements that give a true and fair view of the financial position, financialperformance, including other comprehensive income, changes in equity and cash flows of the Company in accordance withthe accounting principles generally accepted in India, including Ind AS specified under section 133 of the Act. Thisresponsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act forsafeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection andapplication of appropriate 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 theaccuracy and completeness of the accounting records, relevant to the preparation and presentation of the StandaloneFinancial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the Standalone Financial Statements, management and Board of Directors is responsible for assessing theCompany's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using thegoing concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so.
The Company's Board of Directors is also responsible for overseeing the Company's financial reporting process.
Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are freefrom 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 willalways detect a material misstatement when it exists. Misstatements can arise from fraud or error and are consideredmaterial if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of userstaken on the basis of these Standalone 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 Financial Statements, whether due to fraudor error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficientand appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial control relevant to the audit in order to design audit procedures thatare
appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing ouropinion on whether the Company has adequate internal financial controls with reference to Standalone FinancialStatements 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 the management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on theaudit evidence obtained, whether a material uncertainty exists related to events or conditions that may castsignificant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertaintyexists, we are required to draw attention in our auditor's report to the related disclosures in the Standalone FinancialStatements or, if such 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 conditions may cause the
Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including thedisclosures, and whether the Standalone Financial Statements represent the underlying transactions and events ina manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of theaudit and significant audit findings, including any significant deficiencies in internal controls that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirementsregarding independence, and to communicate with them all relationships and other matters that may reasonably be thoughtto 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 mostsignificance 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 orwhen, in extremely rare circumstances, we determine that a matter should not be communicated in our report because theadverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of suchcommunication.
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 of India
in terms of sub-section (11) of section 143 of the Act, we give in the "Annexure A" a statement on the matters specified
in 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 Standalone Balance Sheet, the Standalone Statement of Profit and Loss including Other ComprehensiveIncome, Standalone Statement of Changes in Equity and the Statement of Standalone Cash Flows dealt with by thisReport are in agreement with the books of account.
d) In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS specified under Section 133of the Act.
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 a directorin terms of Section 164(2) of the Act.
f) With respect to the maintenance of accounts and other matters connected therewith, reference is made to ourremarks in para (vi) of clause (i) below on reporting under Rule 11(g) of the Rules
g) With respect to the adequacy of the internal financial controls with reference to Standalone Financial Statementsof the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B".
h) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements ofsection 197(16) of the Act, as amended, in our opinion and to the best of our information and according to theexplanations given to us, the remuneration paid by the Company to its directors during the year is in accordancewith the requisite approvals mandated by 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 andaccording to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its StandaloneFinancial Statements. Refer Note 27 to the Standalone Financial Statements.
ii. The Company has made provision as required under applicable law or accounting standards formaterial
foreseeable losses. If any, on long-term contracts including derivative contracts to the standalonefinancial
iii. There were no amounts which were required to be transferred to the Investor Education andProtection
Fund by the Company.
iv. (a) The Management has represented that, to the best of its knowledge and belief, no funds (which arematerial either individually or in the aggregate) 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 or entity, including foreign entity ("Intermediaries"), with the understanding,whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectlylend or invest in other persons or entities identified in any manner whatsoever by or on behalf of theCompany ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of theUltimate Beneficiaries;
(b) The Management has represented, that, to the best of its knowledge and belief, no funds (whichare material either individually or in the aggregate) have been received by the Company from anyperson or entity, including foreign entity ("Funding Parties"), with the understanding, whetherrecorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or investin other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the UltimateBeneficiaries;
(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 the representationsunder sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any materialmisstatement.
v. The Company has not declared or paid any dividend during the year and has not proposed finaldividend for the year.
vi. Based on our examination, which included test checks, the Company has used accounting softwaresystems for maintaining its books of account for the financial year ended 31st March 2025 which havethe feature of recording audit trail (edit log) facility and the same has operated throughout the yearfor all relevant transactions recorded in the software systems.
Further, during the course of our audit, we did not come across any instance of the audit trail featurebeing tampered with and the audit trail has been preserved by the Company as per the statutoryrequirements for record retention.
For Bansal Gourav & AssociatesChartered AccountantsFirm Registration No.155908W
CA Gourav bansal(Proprietor)
MembershipNo.169915.
UDIN: 25169915BMIMYN6442