We have audited the standalone financial statements of M/s. Agribio Spirits Limited (Formerly Known As Beekay Niryat Limited) ("theCompany"), which comprise the Balance Sheet as at 31st March 2025, the Statement of Profit and Loss (including other comprehensiveincome), Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the standalone financialstatements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "theStandalone Financial Statements").
In our opinion and to the best of our information and according to the explanations given to us, except for the effects of the matterdescribed in the Basis for Qualified Opinion section of our report, the aforesaid standalone financial statements give the informationrequired by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the IndianAccounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, asamended, ("Ind-AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March2025, and its profit (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
Basis for Qualified Opinion
1. Non-Current Investments includes:
Shares held, quoted and in physical form having market worth Rs. 1.16 lacs are not held in the name of the company. This is incontravention to section 187 of the Companies Act, 2013.
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Ourresponsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute ofChartered Accountants of India together with the ethical requirements that are relevant to our audit of the standalone financialstatements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence we have obtained is sufficient andappropriate to provide a basis for our qualified opinion.
Key Audit Matters
Key Audit Matters ('KAM') 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. Except for thematters described in the Basis for Qualified Opinion section, we have determined that there are no key audit matters to becommunicated in our report.
Information Other than the Standalone Financial Statements and Auditor's report thereon
The Company's Management and Board of Directors are responsible for the other information. The other information comprises theinformation included in the Company's annual report, but does not include the standalone financial statements and our auditors' reportthereon. The annual report is expected to be made available to us after the date of this auditors' report.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assuranceconclusion 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 our knowledge obtained inthe audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is amaterial misstatement 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 with respect tothe preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance(including other comprehensive income), changes in equity and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act. This responsibilityalso includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets ofthe Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequateinternal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records,relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free frommaterial misstatement, whether due to 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 basis ofaccounting unless Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but todo so.
Those 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 standalone financial statements as a whole are free from materialmisstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a highlevel of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatementwhen it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they couldreasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout theaudit. We also:
• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, designand perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basisfor our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, asfraud 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 thecircumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the company hasadequate 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 disclosuresmade by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidenceobtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's abilityto continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor'sreport to the related disclosures in the standalone 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 auditors' report. However, future events or conditions maycause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whetherthe standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the standalone financial statements that individually or in aggregate makes it probablethat the economic decisions of a reasonably knowledgeable user of the standalone 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 standalone financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit andsignificant 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 requirements regardingindependence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of most significance in theaudit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters inour auditors' report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, wedetermine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably beexpected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors' Report) Order, 2020 ("the Order") issued by the Central Government of India in terms ofSection 143(11) of the Act, we give in "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order, tothe 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 belief werenecessary for the purposes of our audit.
b. Except for the effects of the matters described in the basis for qualified opinion paragraph above, in our opinion, properbooks of account as required by law have been kept by the Company so far as it appears from our examination of thosebooks.
c. The Balance Sheet, the Statement of Profit and Loss (including other comprehensive income), the Statement of Changes inEquity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of account.
d. Except for the effects of the matters described in the basis for qualified opinion paragraph above, in our opinion, theaforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 ofthe Companies (Accounts) Rules, 2014.
e. On the basis of the written representations received from the directors as on 31st March 2025 taken on record by the Boardof Directors, none of the directors is disqualified as on 31st March 2025 from being appointed as a director in terms ofSection 164(2) of the Act.
f. With respect to the adequacy of the internal financial controls with reference to financial statements of the Company andthe operating effectiveness of such controls, refer to our separate Report in "Annexure B". Our report expresses a modifiedopinion on the adequacy and operating effectiveness of the Company's internal financial controls with reference to financialstatements.
g. With respect to the other matters to be included in the Auditors' 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 givento us:
i. The Company has no pending litigations that would impact its financial position.
ii. The Company did not have any long-term contract including derivative contracts for which there were any materialforeseeable losses.
iii. There has been no amounts which were 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, no funds (which are material eitherindividually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or sharepremium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreignentity ("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 onbehalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the UltimateBeneficiaries;
(b.) the Management has represented, that, to the best of its knowledge and belief, no funds (which are material eitherindividually or in the aggregate) have been received by the Company from any person or entity, including foreign entities("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 ofthe Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the UltimateBeneficiaries; and
(c.) Based on audit procedures that have been considered reasonable and appropriate in the circumstances, nothing hascome to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e) of thecompanies (Audit and Auditors) Rules,2014, as provided under (a) and (b) above, contain any material mis-statement.
v. The final dividend paid by the Company during the year ended 31st March, 2025, in respect of the same declared for theprevious year, is in accordance with Section 123 of the Act to the extent it applies to payment of dividend.
The board of directors of the Company have proposed final dividend for the year which is subject to the approval of themembers at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with section 123 ofthe Act, as applicable.
vi. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from 1 April 2023. Basedon our examination which included test checks, except for the instances mentioned below, the Company has usedaccounting softwares for maintaining its books of account, which have a feature of recording audit trail (edit log) facilityand the same has operated throughout the year for all relevant transactions recorded in the respective software.
For R P Khandelwal & AssociatesChartered AccountantsFRN:001795CSd/-
Chhavi BenganiPartner
M No. 414142 Date: 30.05.2025
UDIN: 25414142BMIUSJ8042 Place: Jaipur