We have audited the accompanying standalone financial statements of Saraswati Commercial (India) Limited ("the Company"),which comprise the balance sheet as at 31st March, 2025, and the Statement of Profit and Loss (including Other ComprehensiveIncome), the Statement of Changes in Equity and the Cash Flow Statement for the year then ended, and notes to the standalonefinancial statements, including a summary of Material accounting policies and other explanatory information (Herein after referredto as "standalone financial statements").
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, as amended ("the Act") in the manner so required andgive a true and fair view in conformity with the Indian Accounting Standards prescribed under Section 133 of the Act read withthe Companies (Indian Accounting Standards) Rules, 2015, as amended and accounting principles generally accepted in India,of the state of affairs of the Company as at 31st March, 2025 and total comprehensive income (comprising of profit and othercomprehensive income), changes in equity and its cash flows for year ended then ended on that date.
Basis for opinion
We conducted our audit of the standalone financial statements in accordance with the standards on auditing (SAs) specified undersection 143 (10) of the Act, 2013. Our responsibilities under those Standards are further described in the auditor's responsibilitiesfor the audit of the standalone financial statements section of our report. We are independent of the Company in accordance withthe "Code of Ethics" issued by the Institute of Chartered Accountants of India together with the ethical requirements that arerelevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilledour 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 on thestandalone financial statements.
Key audit matters
Key audit matters are those matters that, in our professional judgments, were of most significance in our audit of the financialstatements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole,and informing our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the mattersdescribed below to be the key audit matters to be communicated in our report.
Key Audit Matters
How our audit addressed the key audit matter
(a) Fair Valuation of Financial Instruments
The Company's investments (other than investment inSubsidiaries) are measured at fair value at each reporting dateand these fair value measurements significantly impact theCompany's results.
We have assessed the Company's process to computethe fair value of various investments. For quoted instrumentswe have independently obtained and market quotationscalculated the fair valuations. For the unquoted instruments,we have obtained an understanding of the valuation methodsused by management and analysed the reasonableness ofthe principal assumptions made for estimating the fair valuesand various other data used while arriving at the fair valuemeasurement.
We have verified that all investments are held in the nameCompany. Our audit procedures over the valuation of theInvestments included reviewing valuation of all Investmentsheld as at 3Tt March, 2025. Based on the audit proceduresperformed we are satisfied with existence and valuation ofinvestments.
The Company's management and boards of directors are responsible for the preparation of the other information. The otherinformation comprises the information included in the Board's Report including Annexures to Board's Report, ManagementDiscussion and Analysis, Corporate Governance Report in Annual Report of The Company for the Financial Year 2024-25, but doesnot include the 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 or ourknowledge obtained during the course of our audit or otherwise appears to be materially misstated. If, based on the work we haveperformed on the other information that we obtained prior to the date of this auditor's report, we conclude that there is a materialmisstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
The Company's management and board of directors are responsible for the matters stated in section 134 (5) of the Act withrespect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financialperformance, changes in equity and cash flows of the Company in accordance with the accounting principles generallyaccepted in India, including the Indian Accounting Standards specified under section 133 of the Act read with the Companies(Indian Accounting Standard) Rules 2015, as amended. This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing anddetecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments andestimates 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 preparationand presentation of the financial statement that give a true and fair view and are free from material misstatement, whether dueto fraud or error.
In preparing the Standalone financial statements, management and Board of directors are responsible for assessing the Company'sability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basisof accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternativebut to do so.
Those Board of Directors are also responsible for overseeing the Company's financial reporting process.
Auditor's responsibilities for the audit of the Standalone financial statements
Our objectives are to obtain reasonable assurance about whether the Standalone financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonableassurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detecta material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individuallyor in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of theseStandalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughoutthe 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 sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud ishigher 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 inthe circumstances. Under section 143(3)(i) of the Act, 2013, we are also responsible for expressing our opinion on whetherthe 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 relateddisclosures made by management.
• Conclude on the appropriateness of management and Board of Directors 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 castsignificant 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 suchdisclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to thedate of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a goingconcern.
• Evaluate the overall presentation, structure and content of the Standalone financial statements, including the disclosures,and whether the Standalone financial statements represent the underlying transactions and events in a manner thatachieves fair presentation.
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makesit probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may beinfluenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and inevaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financialstatements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the auditand significant audit findings, including any significant deficiencies in internal control 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 thought tobear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significancein the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describethese matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremelyrare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences ofdoing so would reasonably be 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 of Indiain terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure "A", a statement on thematters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
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 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. Further, back-up of the books of accounts and other books and papers of theCompany maintained in electronic mode has been maintained on servers physically located in India.
(c) The standalone balance sheet, the statement of standalone profit and loss (including other comprehensiveincome), the Statement of changes in Equity and the standalone Cash flow statement dealt with by this report are inagreement with the books of account;
(d) In our opinion, the aforesaid Standalone financial statements comply with the Accounting Standards specified underSection 133 of the Act.
(e) On the basis of the written representations received from the directors as on 31st March, 2025 taken on recordby the board of directors, none of the directors is disqualified as on 31st March, 2025 from being appointed as adirector in terms of Section 164 (2) of the Act;
(f) 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 controls overfinancial reporting;
(g) In our opinion and to the best of our information and according to the explanations given to us the remunerationpaid by the Company to its directors 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 of theCompanies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to theexplanations given to us;
i. The Company has disclosed the impact of pending litigations on its financial position in its standalonefinancial statements - Refer Note no. 29 to the Standalone financial statements;
ii. The Company has made provision, as required under the applicable law or accounting standards, for materialforeseeable losses, if any, on long-term contracts including derivative contracts
iii. There were no amounts, required to be transferred, to the Investor Education and Protection Fund by theCompany.
iv. a. The Management has represented that, to the best of its knowledge and belief, as disclosed in
Note 49(12) to the accounts, no funds have been advanced or loaned or invested (either fromborrowed funds or share premium or any other sources or kind of funds) by the Company to or inany other persons or entities, including foreign entities ("Intermediaries"), with the understanding,whether recorded in writing or otherwise, that the Intermediary shall:
• directly or indirectly lend or invest in other persons or entities identified in any mannerwhatsoever by or on behalf of the Company ('Ultimate Beneficiaries') by or on behalf of theCompany 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, as disclosed inNote 49(12) to the accounts, no funds have been received by the Company from any persons orentities, including foreign entities ("Funding Parties"), with the understanding, whether recorded inwriting or otherwise, that the Company shall:
• directly or indirectly, lend or invest in other persons or entities identified in any mannerwhatsoever ("Ultimate Beneficiaries") by or on behalf of the Funding Party or;
• provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries.
c. Based on the audit procedures that has been considered reasonable and appropriate in thecircumstances, nothing has come to our notice that has caused us to believe that the representations,as provided under (a) and (b) above, contain any material misstatement.
v. The Company has not declared or paid any dividend during the year ended 31st March 2025
vi. Based on our examination which include test checks, the Company has used accounting software formaintaining its books of account which has a feature of recording audit trail (edit log) facility. The audit trailhas operated through out the year for all relevant transactions recorded in the software. Further during thecourse of audit we did not come across any instance of audit trail feature being tampered with. Furthermore,the audit trails generated by the accounting software have been preserved by the company in accordancewith the statutory record retention requirements.
For Ajmera Ajmera and Associates
Chartered AccountantsFirm Registration No. 123989W
Sandeep Ajmera
Partner
Membership No. 048277UDIN: 25048277BMOMI5062
Place: Mumbai
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