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AUDITOR'S REPORT

Vipul Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 149.28 Cr. P/BV 0.36 Book Value (₹) 29.29
52 Week High/Low (₹) 17/7 FV/ML 1/1 P/E(X) 0.00
Bookclosure 23/09/2024 EPS (₹) 0.00 Div Yield (%) 0.00
Year End :2025-03 

1. We have audited the accompanying standalone financial statements of VIPUL LIMITED ("the Company"),
which comprise the Balance Sheet as at 31st March 2025, the Statement of Profit and Loss (including
Other Comprehensive Income), the Statement of Cash Flows and the Statement of Changes in Equity and
notes to the financial statements for the year then ended on that date, including a summary of Material
accounting policies and other explanatory information (herein after referred to as "Standalone Financial
Statements").

In our opinion and to the best of our information and according to the explanations given to us, except
for the possible effect of the matters described in the Basis for Qualified Opinion paragraph, the aforesaid
standalone financial statements give the information required by the Companies Act, 2013 ("the Act") in
the manner so required and give a true and fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at March 31, 2025, its loss (including Other
Comprehensive Income), changes in equity and its cash flows for the year ended on that date.

Basis for Qualified Opinion

2. Matters described in Basis for Qualified Opinion:

i. Cash and cash equivalents include cheques in hand aggregating to Rs. 220.06 lakhs collected from
customers towards advances/booking amount. As stated by the management, these are yet to be
presented for encashment at the request of customers. Further Cash and Cash Equivalent also include
Rs. 48.70 lakhs held in dormant bank and Rs. 239.27 lakhs held in frozen bank account.

ii. The Company has taken as well as granted several secured and unsecured loans and advances during
the year. The agreements/ documentation in respect of such loans and advances are in the process of
being signed. In the absence of such signed agreements, interest payable and receivable, as applicable,
has been computed on the basis of the details provided by the Management where available. The
impact, if any, will be recognized after the completion of such documentation.

iii. The Company has not provided interest on advance received from customers as negotiations for
settlement of the same is under progress. Further, the Company has also not provided for interest
on its unsecured borrowings and ICDs as negotiations with the lenders are under process and as per
the information and explanations provided to us, these borrowings will also be settled mutually. The
impact, will be recognized after the completion of such negotiations.

3. We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10)
of the Act. Our responsibilities under those Standards are further described in the Auditor's Responsibilities
for the Audit of the Standalone Financial Statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India
together with the ethical requirements that are relevant to our audit of the financial statements under the
provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matters

4. We draw your attention to the following matters included in the Notes to the Standalone Financial
Statements:

i. Note 41 which states that certain balances under Loans, Advances and Trade Receivables are subject
to balance confirmations.

ii. Note 48 which states that the Company has recognized income on the basis of the Arbitration Award
after complying with the conditions of the Award. However, a substantial amount of such award is yet
to be received.

iii. Note 8 to the financial results, which states that as per information available with the Company there
are no dues to Micro, Small , or medium enterprises (MSMEs) under the MSMED Act, 2006 at the year
end.

Our opinion is not modified in respect of these matters.

Key Audit Matters

5. Key Audit Matters are those matters that, in our professional judgment, were of most significance in our
audit of the standalone financial statements of the current period. These matters were addressed in the
context of our audit of the standalone 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 be the key audit matters to be communicated in our report.

Sr.

No

Key Audit Matter

Auditor's Response

1

Investment in subsidiaries, joint ventures and an associ¬
ate and loans/ advances to subsidiaries and joint ven¬
tures

The Company's investments in subsidiaries, joint ven¬
tures, and an associate are recorded on the financial
statements at their original cost, taking into account any
impairment resulting in diminution in value. The Com¬
pany evaluates these investments for impairment regu¬
larly, usually at each reporting date.

To assess impairment, the Company relies on estimates
and judgments. This process involves identifying events
or indicators that could lead to a decline in the value of
the investments and then determining the appropriate
impairment charge if necessary. Making these
assessments requires significant judgment on the part
of the Company, especially when projecting future cash
flows related to real estate projects within these entities.

Besides obtaining an understanding of
Management's processes and controls
with regard to testing the impairment of
the unquoted equity instruments in loss
making subsidiaries and associates. Our
procedures included the following:

• Assessing the net worth of
subsidiaries and joint ventures on
the basis of latest available financial
statements.

• For the investments where the
carrying amount exceeded the net
asset value, understanding from the
Company regarding the basis and
assumptions used for the projected
profitability.

• Compared the Company's
assumptions with comparable
benchmarks in relation to key
inputs such as long-term growth
rates and discount rates;

• Considered historical forecasting
accuracy, by comparing previously
forecasted cash flows to actual
results achieved; and

Sr.

No

Key Audit Matter

Auditor's Response

The impairment review of such investments, with an
opening carrying value of Rs.979.98 lakhs, is considered
to be a risk area due to the size of the balances as well
as the judgmental nature of key assumptions, which
may be subject to management override. The carrying
value of such unquoted equity instruments and debt is
at risk of recoverability. The net worth of some of the
underlying entities has significantly eroded and does
not have projects under development. The estimated
recoverable amount is subjective due to the inherent
uncertainty involved in forecasting and discounting
future cash flows.

The Company has provided loans and financial
instruments to its joint ventures and subsidiaries, and
it evaluates the recoverability of these loans regularly
at the end of each reporting period. Due to the specific
nature of the real estate industry, the Company faces
higher risks regarding the possibility of recovering the
amounts owed by these parties. Additionally, significant
judgment is required to assess the likelihood of recovering
both the working capital and project-specific loans and
financial instruments. This judgment is influenced by the
completion of property development projects within the
agreed-upon timeframes.

Given the importance of accurately assessing the
recoverability of loans and financial instruments to
subsidiaries and joint ventures and the significant
judgment and estimation involved in this process, the
measurement of these loans/financial instruments is
considered a critical audit matter. During the audit,
special attention is given to ensuring that the Company's
judgments and estimates are appropriate and well-
supported.

• Analysing the possible indications
of impairment and understanding
Company's assessment of those
indications.

• Tracing loans/financial instruments
advanced /repaid during the year to
bank statement.

• Obtaining independent
confirmations to assess
completeness and existence of
loans/financial instruments given to
subsidiaries and joint ventures as
on 31 March 2025.

• Considering the adequacy of
disclosures in respect of the
investments and loans and
advances in subsidiaries, joint
ventures and an associate.

2

Revenue recognition - accounting for construction
contracts

There are Material accounting judgements including es¬
timation of costs to complete, determining the stage of
completion and the timing of revenue recognition. The
Company recognises revenue and profit/loss on the ba¬
sis of stage of completion based on the proportion of
contract costs incurred at balance sheet date, relative
to the total estimated costs of the contract at comple¬
tion. The recognition of revenue and profit/loss therefore
rely on estimates in relation to total estimated costs of
each contract. Cost contingencies are included in these
estimates to take into account specific uncertain risks,
or disputed claims against the Company, arising within
each contract. These contingencies are reviewed by the
Management on a regular basis throughout the contract
life and adjusted where appropriate.

In responding to the identified key audit
matter, we completed the following audit
procedures:

• In responding to the identified key
audit matter, we completed the
following audit procedures:

• Testing of the design and
implementation of controls involved
for the determination of the
estimates used as well as their
operating effectiveness;

Sr.

No

Key Audit Matter

Auditor's Response

• Testing the relevant information
technology systems' access and
change management controls
relating to contracts and related
information used in recording and
disclosing revenue in accordance
with the new revenue accounting
standard;

• Testing a sample of contracts
for appropriate identification of
performance obligations;

• For the sample selected, reviewing
for change orders and the impact
on the estimated costs to complete;

• Performed analytical procedures
for reasonableness of revenues
disclosed by type and service
offerings

Other Information

6. The Company's Board of Directors is responsible for the other information. The other information comprises
the information included in the Management Discussion and Analysis; Board's Report including Annexures
to Board Report, Business Responsibility Report, Corporate Governance and Shareholders' Information
but does not include the standalone financial statements and our auditor's report thereon. The aforesaid
documents are expected to be made available to us after the date of this auditor's report.

7. Our opinion on the standalone financial statements does not cover the other information and we do not
express any form of assurance or conclusion thereon.

8. In connection with our audit of the standalone financial statements, our responsibility is to read the other
information when it becomes available and, in doing so, consider whether the other information is materially
inconsistent with the standalone financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated.

9. When we read the aforesaid documents, if we conclude that there is a material misstatement therein, we
are required to communicate the matter to those charged with governance.

Management's Responsibility for the Standalone Financial Statements

10. The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with
respect to the preparation of these standalone financial statements that give a true and fair view of the
financial position, financial performance, changes in equity and cash flows of the Company in accordance
with the accounting principles generally accepted in India, including the accounting Standards specified
under section 133 of the Act. This responsibility also includes maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding 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 are reasonable and prudent; and design, implementation
and maintenance of adequate internal financial controls, that 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 are free from material misstatement, whether due
to fraud or error.

11. In preparing the financial statements, management is responsible for assessing the Company's ability to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless management either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.

12. The Board of Directors are also responsible for overseeing the company's financial reporting process.

Auditor's Responsibility for the Audit of the Financial Statements

13. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole
are free from 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 will always detect a material misstatement when it exists. Misstatements
can arise from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these financial
statements.

14. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional
skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due

to 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 not detecting
a material misstatement resulting from fraud 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 control relevant to the audit in order to design audit procedures

that are appropriate in the circumstances. Under Section 143(3) (i) of the Companies Act, 2013,
we are also responsible for expressing our opinion on whether the company has adequate internal
financial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basis of accounting and,
based on 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 a material uncertainty exists, we are required to draw attention in our auditor's
report to the related disclosures in the financial statements or, if such disclosures are inadequate, to
modify our opinion. 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 financial statements, including the
disclosures, and whether the financial statements represent the underlying transactions and events in
a manner that achieves fair presentation.

15. We communicate with those charged with governance regarding, among other matters, the planned scope
and timing of the audit and significant audit findings, including any significant deficiencies in internal
control that we identify during our audit.

16. We also provide those charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate with them all relationships and other
matters that may reasonably be thought to bear on our independence, and where applicable, related
safeguards.

17. From the matters communicated with those charged with governance, we determine those matters that
were of most significance in the audit of the 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 matters or when we determine that a matter should not be communicated in
our report because the adverse consequences of doing so would reasonably be expected to outweigh the
public interest benefits of such communication.

18. Materiality is the magnitude of misstatements in the standalone financial statements that, individually or
in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the
financial 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 the
effect of any identified misstatements in the financial statements.

Report on Other Legal and Regulatory Requirements

19. 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, to the extent applicable.

20. 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 knowledge
and 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
it appears from our examination of those books.

(c) The Balance Sheet, the Statement of Profit and Loss (including other comprehensive income), the Cash
Flow Statement and the Statement of Changes in Equity dealt with by this report 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 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

(e) The matters described in the Emphasis of Matter paragraph above, in our opinion, may have an
adverse effect on the functioning of the Company.

(f) On the basis of the written representations received from the directors as on 31st March, 2025 taken
on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2025 from
being appointed as a director in terms of Section 164 (2) of the Act;

(g) With respect to the adequacy of the internal financial controls over financial reporting of 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 of section 197(16) of the Act, as amended:

According to the information and explanations given to us and the records of the company examined
by us, total managerial remuneration paid as reflected in the financial statements for the year ended
31st March 2025 are in accordance with the requisite approvals mandated by the provisions of section
197 read with Schedule V to the Act, as applicable.

(i) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of

the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and

according to the explanations given to us:

a. The Company has disclosed the impact of pending litigations on its financial position in its financial
statements - Refer Note 39 of the standalone financial statements.

b. The Company did not have any long-term contracts including derivative contracts for which there
were any material foreseeable losses.

c. There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.

d. (i) 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
or invested (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 manner whatsoever by or on behalf of the Company ("Ultimate
Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate
Beneficiaries;

(ii) 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
Company from any person or entity, including foreign entity ("Funding Parties"), with the
understanding, whether recorded in writing or otherwise, that the Company shall, whether,
directly or indirectly, lend or invest in 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 Ultimate Beneficiaries;

(iii) Based on the audit procedures that have been 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 (i) and (ii) of Rule 11(e), as provided under (i) and (ii)
above, contain any material misstatement.

(e) The Company has neither proposed any dividend in the previous year or in the current year nor
paid any interim dividend during the year.

(f) Based on our examination, which included test checks, the Company has used accounting
software for maintaining its books of account for the financial year ended March 31, 2025 which
has a feature of recording audit trail (edit log) facility and the same has operated throughout the
year for all relevant transactions recorded in the software. Further, during our audit we did not
come across any instance of the audit trail feature being tampered with and the audit trail has
been preserved by the Company as per the statutory requirements for record retention

For JSUS & Associates,
Chartered Accountants
(Firm's Registration number: 329784E)

Sd/-
(Adrish Roy)

Place : Kolkata Partner

Date : June 16, 2025 (Membership Number 055826)

UDIN: 25055826BMMIBZ7711

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