We have audited the accompanying Ind AS financialstatements of FGP LIMITED (hereinafter referred to as"the Company"), which comprise the Balance Sheet as atMarch 31 2025, the Statement of Profit & Loss (includingOther Comprehensive Income), Statement of Changesin Equity and the Statement of Cash Flows for the yearended, and a summary of material accounting policies andother explanatory information (hereinafter referred to asthe "financial statements").
In our opinion and to the best of our information andaccording to the explanations given to us, the aforesaidInd AS financial statements give the information requiredby the Companies Act, 2013 (the "Act") in the mannerso required and give a true and fair view in conformitywith the Indian Accounting Standards prescribed undersection 133 of the Act read with the Companies (IndianAccounting Standards) Rules, 2015, as amended, ("Ind AS")and other accounting principles generally accepted inIndia, of the state of affairs of the Company as at March 31,2025 and its Loss and total comprehensive loss (includingother comprehensive income), the changes in equity andits cash flows for the year ended on that date.
We conducted our audit of the Ind AS financial statementsin accordance with the Standards on Auditing ("SA"s) specified under section 143(10) of the CompaniesAct,2013. Our responsibilities under those Standardsare further described in the Auditor's Responsibilitiesfor the Audit of the Ind AS financial statements sectionof our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Instituteof Chartered Accountants of India ("ICAI") together withthe ethical requirements that are relevant to our audit ofthe Ind AS financial statements under the provisions ofthe Companies Act,2013 and the Rules made thereunder,and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the ICAI's Codeof Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basisfor our audit opinion on the financial statements.
Key audit matters are those matters that, in our professionaljudgment, were of most significance in our audit of the
Ind AS financial statements of the current period. Thesematters were addressed in the context of our audit of theInd AS financial statements as a whole, and in formingour opinion thereon, and we do not provide a separateopinion on these matters.
We have determined that there are no key audit mattersto communicate in our report for the year ended March31,2025.
The Company's Management and Board of Directors areresponsible for the preparation of other information. Theother information comprises the information included inthe Annual Report, for example Management Discussionand Analysis, Board's Report including Annexures toBoard's Report, Business Responsibility Report, CorporateGovernance and Shareholder's Information, but doesnot include the financial statements and our auditor'sreport thereon. The Annual report is expected to be madeavailable to us after the date of this report.
Our opinion on the Ind AS financial statements does notcover the other information and we do not express anyform of assurance conclusion thereon.
In connection with our audit of the Ind AS financialstatements, our responsibility is to read the otherinformation identified above when it becomes availableand, in doing so, consider whether the other informationis materially inconsistent with the Ind AS financialstatements or our knowledge obtained in the audit orotherwise appears to be materially misstated.
When we read Annual Report, if we conclude that thereis a material misstatement therein, we are requiredto communicate the matter to those charges withgovernance and take necessary actions as applicableunder the relevant laws and regulations.
The Company's Board of Directors is responsible forthe matters stated in section 134(5) of the CompaniesAct,2013 ("the Act") with respect to the preparation ofthese Ind AS financial statements that give a true andfair view of the financial position, financial performance,including other comprehensive income, changes in equityand cash flows of the Company in accordance with the IndAS and other accounting principles generally accepted inIndia, including the accounting Standards specified undersection 133 of the Act.
This responsibility also includes maintenance of adequateaccounting records in accordance with the provisionsof the Act for safeguarding the assets of the Companyand for preventing and detecting frauds and otherirregularities; selection and application of appropriateimplementation and maintenance accounting policies;making judgments and estimates that are reasonable andprudent; and design, implementation and maintenance ofadequate internal financial controls, that were operatingeffectively for ensuring the accuracy and completeness ofthe accounting records, relevant to the preparation andpresentation of the Ind AS financial statements that give atrue and fair view and are free from material misstatement,whether due to fraud or error.
In preparing the Ind AS financial statements, the Boardof Directors is responsible for assessing the Company'sability to continue as a going concern, disclosing, asapplicable, matters related to going concern and usingthe going concern basis of accounting unless the Boardof Directors either intends to liquidate the Company or tocease operations, or has no realistic alternative but to doso.
The Company's Board of Directors are also responsible foroverseeing the Company's financial reporting process.
Our objectives are to obtain reasonable assurance aboutwhether the Ind AS 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 isnot a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement whenit exists. Misstatements can arise from fraud or error andare considered material if, individually or in the aggregate,they could reasonably be expected to influence theeconomic decisions of users taken on the basis of theseInd AS financial statements.
As part of an audit in accordance with SAs, we exerciseprofessional judgment and maintain professionalskepticism throughout the audit. We also:
• Identify and assess the risks of material misstatementof Ind AS financial statements, whether due tofraud or error, design and perform audit proceduresresponsive to those risks, and obtain audit evidencethat is sufficient and appropriate to provide a basisfor our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than forone resulting from error, as fraud may involve collusion,forgery, intentional omissions, misrepresentations, orthe override of internal control.
• Obtain an understanding of internal control relevantto the audit in order to design audit procedures thatare appropriate in the circumstances. Under Section143(3)(i) of the Companies Act, 2013, we are alsoresponsible for expressing our opinion on whetherthe company has adequate internal financial controlssystem in place and the operating effectiveness ofsuch controls.
• Evaluate the appropriateness of accounting policiesused and the reasonableness of accounting estimatesand related disclosures made by management.
• Conclude on the appropriateness of management'suse of the going concern basis of accounting and,based on the audit evidence obtained, whethera material uncertainty exists related to events orconditions that may cast significant doubt on theCompany's ability to continue as a going concern. Ifwe conclude that a material uncertainty exists, weare required to draw attention in our auditor's reportto the related disclosures in the Ind AS financialstatements or, if such disclosures are inadequate, tomodify our opinion. Our conclusions are based onthe audit evidence obtained up to the date of ourauditor's report. However, future events or conditionsmay cause the Company to cease to continue as agoing concern.
• Evaluate the overall presentation, structure andcontent of the Ind AS financial statements, includingthe disclosures, and whether the Ind AS financialstatements represent the underlying transactions andevents in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in thefinancial statements that, individually or in the aggregate,makes it probable that the economic decisions of areasonably knowledgeable user of the financial statementsmay be influenced. We consider quantitative materialityand qualitative factors in (i) planning the scope of ouraudit work and in evaluating the results of our work; and(ii) to evaluate the effect of any identified misstatementsin the financial statements.
We communicate with those charged with governanceregarding, among other matters, the planned scopeand timing of the audit and significant audit findings,including any significant deficiencies in internal controlthat we identify during our audit.
We also provide those charged with governance witha statement that we have complied with relevantethical requirements regarding independence, and tocommunicate with them all relationships and othermatters that may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.
From the matters communicated with those chargedwith governance, we determine those matters that wereof most significance in the audit of the Ind AS financialstatements of the current period and are therefore the keyaudit matters. We describe these matters in our auditor'sreport unless law or regulation precludes public disclosureabout the matter or when, in extremely rare circumstances,we determine that a matter should not be communicatedin our report because the adverse consequences of doingso would reasonably be expected to outweigh the publicinterest benefits of such communication.
1. 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 givein the "Annexure A", a statement on the mattersspecified in paragraphs 3 and 4 of the Order, to theextent applicable.
2. As required by Section 143(3) of the Act, we reportthat:
a) We have sought and obtained all the informationand explanations which to the best of ourknowledge and belief were necessary for thepurposes of our audit.
b) In our opinion, proper books of account asrequired by law have been kept by the Companyso far as it appears from our examination of thosebooks.
c) The Balance Sheet, the Statement of Profit &Loss, Statement of Changes in Equity and theCash Flow Statement dealt with by this Reportare in agreement with the books of account.
d) In our opinion, the aforesaid Ind AS financialstatements comply with the AccountingStandards specified under Section 133 of the Act,read with Rule 7 of the Companies (Accounts)Rules, 2014.
e) On the basis of the written representationsreceived from the directors as on March 31,2025taken on record by the Board of Directors, noneof the directors is disqualified as on March 31,2025 from being appointed as a director in termsof Section 164 (2) of the Act.
f) With respect to the adequacy of the internalfinancial controls over financial reporting ofthe Company and the operating effectivenessof such controls, refer to our separate Reportin "Annexure B". Our report expresses an
unmodified opinion on the adequacy andoperating effectiveness of the Company's internalfinancial controls over financial reporting.
g) With respect to the other matters to be includedin the Auditor's Report in accordance with therequirements of section 197(16) of the Act, asamended:
In our opinion and to the best of our informationand according to the explanations given to us,no remuneration has been paid by the Companyto any of its directors. Accordingly, provisions ofSection 197 of the Act relating to remunerationto directors are not applicable.
h) With respect to the other matters to be includedin the Auditor's Report in accordance with Rule11 of the Companies (Audit and Auditors) Rules,2014, in our opinion and to the best of ourinformation and according to the explanationsgiven to us:
i. The Company has disclosed impact of allpending litigations which would impact itsfinancial position in its financial statements.
ii. The Company did not have any long-termcontracts including derivative contracts forwhich there were any material foreseeablelosses;
iii. There was no amount which was required tobe transferred to the Investor Education andProtection Fund by the Company during theyear.
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) havebeen advanced or loaned or invested(either from borrowed funds or sharepremium or any other sources or kindof funds) by the Company to or inany other person or entity, includingforeign entity ("Intermediaries"), withthe understanding, whether recordedin writing or otherwise, that theIntermediary shall, whether, directlyor indirectly lend or invest in otherpersons or entities identified in anymanner whatsoever by or on behalf ofthe Company ("Ultimate Beneficiaries")or provide any guarantee, securityor 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) havebeen received by the Company fromany person or entity, including foreignentity ("Funding Parties"), with theunderstanding, whether recorded inwriting or otherwise, that the Companyshall, whether, directly or indirectly, lendor invest in other persons or entitiesidentified in any manner whatsoeverby or on behalf of the Funding Party("Ultimate Beneficiaries") or provide anyguarantee, security or the like on behalfof the Ultimate Beneficiaries.
c. Based on the audit procedures thathave been considered reasonableand appropriate in the circumstances,nothing has come to our notice thathas 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 materialmisstatement.
v. The Company has not proposed or declaredor paid any Final or Interim Dividend duringthe year.
vi. Based on our examination of the booksof account and other relevant records
of the Company, and according to theinformation and explanations given to us,and as mentioned in notes to account no.44 and 45, we report that the Company hasused accounting software for maintainingits books of account which has a feature ofrecording audit trail (edit log) facility.
Further, in accordance with the requirementsof the proviso to Rule 3(1) of the Companies(Accounts) Rules, 2014, applicable witheffect from April 1, 2023, the audit trailfeature has been operated throughout thefinancial year ended March 31, 2025, for alltransactions recorded in the software, andthe audit trail has not been tampered withand the audit trail has been preserved by theCompany as per the statutory requirementsfor record retention.
Chartered AccountantsFirm Registration No.: 120222W
Partner
Membership No.048195UDIN : 25048195BMIFGD1845Place : MumbaiDate : 9th May, 2025