We have issued an Independent Audit Reportdated 15 May 2025 on the Standalone FinancialStatements as adopted by the Board of Directorson even date. Pursuant to the observation ofComptroller and Auditor General of India, we areissuing this Revised Audit Report by modifying*our observation in paragraph (i)(c) of Annexure Bto the Auditors’ Report. This report supersedesour earlier Audit Report issued on 15 May 2025.
Opinion
We have audited the accompanying StandaloneFinancial Statements of Balmer Lawrie & CompanyLimited (“the Company”), which comprise the BalanceSheet as at 31 March 2025, the Statement of Profitand Loss (including Other Comprehensive Income),the Statement of Cash Flows and the Statement ofChanges in Equity for the year then ended, and notesto the standalone financial statements, including asummary of significant accounting policies and otherexplanatory information, in which are included thereturns for the year ended on that date audited by thebranch auditors of the Company’s branches locatedat Northern, Southern and Western Regions of thecountry (hereinafter referred as “Standalone FinancialStatements”).
In our opinion and to the best of our information andaccording to the explanations given to us, and based onthe consideration of the reports of the branch auditorsas referred to in paragraph 16 below, the aforesaidstandalone financial statements give the informationrequired by the Companies Act, 2013 (“the Act”) in themanner so required and give a true and fair view inconformity with the Indian Accounting Standards (‘IndAS’) specified under section 133 of the Act read withthe Companies (Indian Accounting Standards) Rules,
2015, as amended, and other accounting principlesgenerally accepted in India, of the state of affairs of theCompany as at 31 March 2025, and its profit (includingother comprehensive income), its cash flows andchanges in equity for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financialstatements in accordance with the Standards onAuditing (“SA”s) specified under section 143(10) ofthe Act. Our responsibilities under those Standardsare further described in the Auditor’s Responsibilitiesfor the Audit of the Standalone Financial Statementssection of our report. We are independent of theCompany in accordance with the Code of Ethics issuedby the Institute of Chartered Accountants of India(“ICAI”) together with the ethical requirements that arerelevant to our audit of the financial statements underthe provisions of the Act and the Rules thereunder,and we have fulfilled our other ethical responsibilitiesin accordance with these requirements and the ICAI’sCode of Ethics. We believe that the audit evidenceobtained by us together with the audit evidenceobtained by the branch auditors, in terms of theirreports referred to in paragraph 16 of the Other Mattersection below is sufficient and appropriate to provide abasis for our audit opinion on the standalone financialstatements.
Key Audit Matters
Key audit matters are those matters that, in ourprofessional judgment, and based on the considerationof the reports of the branch auditors as referred toparagraph 16 below, were of most significance inour audit of the standalone financial statements ofthe current period. These matters were addressedin the context of our audit of the standalone financialstatements as a whole, and in forming our opinionthereon, and we do not provide a separate opinionon these matters. We have determined the mattersdescribed below to be the key audit matters to becommunicated in our report:
Sl. No
Key Audit Matter
How our audit addressed the key audit matter
1.
Suspected fraud involving payments madeto a vendor
The management has informed us of analleged fraud in the Northern Region involvingpayments made to a vendor amounting toRs 143.65 Lakhs where no services wererendered. This matter has been taken noteof by the Board and Audit Committee and iscurrently under investigation by the vigilancedepartment.
The Branch auditor of the Northern Regionwas informed by us about the reported allegedfraud. Subsequently in course of their auditprocedures and review of the matter, theyidentified additional payments to the samevendor amounting to Rs 46.60 Lakh, whichaccording to their report appeared suspicious.Based on the observations made by the Branchauditor in their reports, the documents providedby management and our own subsequentaudit procedures, we have reason to believethat a suspected fraud may have occurredat the branch in question. Based on thesedevelopments, management has recorded thetotal amount of Rs 190.25 Lakhs as recoverablefrom the vendor and simultaneously created aprovision for the same.
We have considered this matter to be ofsignificant importance due to the nature ofallegations, the suspected fraud and themanagement’s judgement in determiningrecoverability and provisioning, and the factthat the investigation is still ongoing.
We informed the Branch auditor of the NorthernRegion about the alleged fraud and requested themto conduct the necessary audit and review of thematter. They have verified all relevant documentsand internal findings related to the incident, sharedtheir observations with us, and referenced the matterin their Independent Auditors’ Report dated 8th May2025 on the FY 2024-2025 Financial Statements forthe Northern Region, which we have received andreviewed.
In parallel, we have also reviewed the relevantdocuments provided and discussed the status of theongoing investigation with management.
We have also assessed the accounting treatment,including the recognition of the amount as recoverableand the adequacy of the related provision.
Management has informed us that the VigilanceDepartment is continuing its investigation.Further, the Company has assured us that controlmechanisms have been strengthened to preventsuch incidents in the future.
2.
Evaluation of uncertain tax positions
The Company has tax matters under disputewhich involves judgment to determine thepossible outcome of these disputes. [ReferNote No.42.3(a) to the standalone financialstatements read with its Annexure “A”]
We obtained the details of assessment orders to theextent available, regarding those assessments forwhich disputes are continuing and being disclosedas contingent liability by the management. Weinvolved our expertise to estimate the possibleoutcome of the disputes. We have made inquirywith legal and tax department regarding statusof significant disputes and examined relevantassessment orders/ appeals filed and other rulingsin evaluating management’s position on theseuncertain tax positions to evaluate whether anychanges were required to management’s positionon these uncertain tax matters.
3.
Debtors Due for More than Three years,
We assessed the procedures followed by the
Unadjusted Credits in Sundry Debtors
management for reconciling trade receivable balances
Accounts and Balances in Unallocated
and evaluating the treatment of unadjusted credits and
Receipts Account)
unallocated customer receipts. We have reviewed
The Company has unadjusted credits in somecustomer accounts and also credit balances onaccount of unallocated receipts account acrossall Strategic Business Unit (SBU’s) due to thefollowing reasons:
the debtors’ ageing schedule, examined significantoutstanding balances, and considered subsequentreceipts and other supporting documentation toevaluate the appropriateness of the recordedamounts. The Company is regularly following up onthe realisation of the same. As is evident from the
• Amount lying in the nature of advance in the
ageing schedule, dues do exist for more than three
customer account; or
years against which substantial provisions have been
• Amount credited to customers account but
made in the accounts.
the same could not be tracked/linked with
We, during the course of our examination have also
any sales invoice; or
• Non-reconciliation of these balances and theabsence of customer’s confirmation resultingin the credit balances lying for long periods;or
checked the unadjusted advances from customerslying for more than three years, the credit balanceslying in customers’ accounts on account of unmatchedinvoices and balances lying in unallocated receiptsaccount. Some of the balances which were lyingunadjusted in aforesaid accounts for more than three
• Unmatched credits lying in bank accounts
years have been written back during the course of audit.
which are transferred to unallocated receipts
In some cases, the management is in the process of
account. As and when information is available,
reconciliation with the respective parties and hence
adjustment entries with Debtors account
the write back if any, has been kept in abeyance.
are made. Old balances in this account arewritten back by the Company each year afterreview of the account.
It is observed that though the letters seekingcustomers’ confirmation are sent by the Company,the response has been poor. Steps should be takento get the confirmation from customers. In additionto the practice of seeking confirmation annually, theCompany should also get confirmation through thesales team on a periodical basis other than annually.
Non-reconciliation of unallocated receipts with salesinvoice of the customers is a potential internal controlrisk.
The management has to strengthen the internal controlprocess of reconciling the balances of the debtors andto adjust the unallocated receipts on a periodical basis.
Emphasis of Matter
We draw attention to the following matters in the Notesto the standalone financial statements, which describethe uncertainty related to the outcome.
a) Note No. 42.8 - which states that trade receivables,loans and advances and deposits for whichconfirmations are not received from the partiesare subject to reconciliation and consequentialadjustments on determination/ receipt of suchconfirmation.
b) Note No. 42.30 - which states that the Companyhas made provision of 63.19% of its investmentsmade in its’ subsidiary, M/s Visakhapatnam PortLogistics Park Limited (VPLPL) in view of erosion
of the net-worth of VPLPL almost by 60% asa matter of abundant precaution and prudentaccounting.
c) Note No. 23 - “Other Trade Payable” includessundry creditors for expenses amounting toRs. 322.57 Lakhs (P.Y. Rs. 322.57 Lakhs) of E&PDivision, Kolkata, which are lying unpaid sincelong, as the matters are under litigation.
d) Note No. 17 - “Balance with GovernmentAuthorities” amounting to Rs 2212.43 Lakhs(P.Y. Rs. 4520.57 Lakhs) includes GST inputcredit balances amounting to Rs 2154.00 Lakhs(P.Y. Rs 4449 Lakhs) which comprises of oldunadjusted balances since 2017 and are subjectto reconciliation.
e) Note No. 36 - regarding Impairment of Assetsbeing the dry warehouse and cold storage facilityat AMTZ Vizag which has been incurring lossesfor the last few years. The impairment loss fromthe above of Rs 584.05 Lakhs has been disclosedunder Other Expenses in Note No. 36 of thefinancial statements.
Our opinion is not modified in respect of the abovematters.
Information Other than the Financial Statementsand Auditor’s Report Thereon
The Company’s Board of Directors are responsible forthe other information. The other information comprisesthe information included in the Management Discussionand Analysis, Board’s Report including Annexuresto Board’s Report, Business Responsibility Report,Corporate Governance Report and ShareholderInformation, but does not include the standalonefinancial statements and our auditor’s report thereon.
Our opinion on the standalone financial statementsdoes not cover the other information and we do notexpress any form of assurance conclusion thereon.
In connection with our audit of the standalone financialstatements, our responsibility is to read the otherinformation and, in doing so, consider whether theother information is materially inconsistent with thestandalone financial statements or our knowledgeobtained during the course of our audit or otherwiseappears to be materially misstated. If, based on thework we have performed, we conclude that there is amaterial misstatement of this other information, we arerequired to report that fact. We have nothing to reportin this regard.
Responsibility of Management and those Chargedwith Governance for the Standalone FinancialStatements
The accompanying standalone financial statementshave been approved by the Company’s Board ofDirectors. The Company’s Board of Directors areresponsible for the matters stated in section 134(5) ofthe Act with respect to the preparation and presentationof these standalone financial statements that give atrue and fair view of the financial position, financialperformance including other comprehensive income,changes in equity and cash flows of the Company inaccordance with the Ind AS specified under section133 of the Act and other accounting principlesgenerally accepted in India. This responsibilityalso includes maintenance of adequate accountingrecords in accordance with the provisions of the Actfor safeguarding the assets of the Company and forpreventing and detecting frauds and other irregularities;selection and application of appropriate accounting
policies; making judgments and estimates that arereasonable and prudent; and design, implementationand maintenance of adequate internal financialcontrols, that were operating effectively for ensuringthe accuracy and completeness of the accountingrecords, relevant to the preparation and presentationof the standalone financial statements that give a trueand fair view and are free from material misstatement,whether due to fraud or error.
In preparing the standalone financial statements, theBoard of Directors is responsible for assessing theCompany’s ability to continue as a going concern,disclosing, as applicable, matters related to goingconcern and using the going concern basis ofaccounting unless the Board of Directors either intendsto liquidate the Company or to cease operations, orhas no realistic alternative but to do so.
The Board of Directors is also responsible foroverseeing the Company’s financial reporting process.
Auditor’s responsibilities for the Audit ofStandalone Financial Statements
Our objectives are to obtain reasonable assuranceabout whether the financial statements as a wholeare free from material misstatement, whether due tofraud or error, and to issue an auditor’s report thatincludes our opinion. Reasonable assurance is ahigh level of assurance, but is not a guarantee thatan audit conducted in accordance with Standards onAuditing will always detect a material misstatementwhen it exists. Misstatements can arise from fraud orerror and are considered material if, individually or inthe aggregate, they could reasonably be expected toinfluence the economic decisions of users taken onthe basis of these financial statements.
As part of an audit in accordance with Standards onAuditing, specified under section 143(10) of the Actwe exercise professional judgment and maintainprofessional skepticism throughout the audit. We also:
• Identify and assess the risks of materialmisstatement of the standalone financialstatements, whether due to fraud or error, designand perform audit procedures responsive to thoserisks, and obtain audit evidence that is sufficientand appropriate to provide a basis for our opinion.The risk of not detecting a material misstatementresulting from fraud is higher than for one resultingfrom error, as fraud may involve collusion, forgery,intentional omissions, misrepresentations, or theoverride of internal control;
• Obtain an understanding of internal financialcontrol relevant to the audit in order to designaudit procedures that are appropriate in thecircumstances. Under section 143(3)(i) of the
Companies Act, 2013, we are also responsible forexpressing our opinion on whether the Companyhas adequate internal financial controls withreference to financial statements in place and theoperating effectiveness of such controls;
• Evaluate the appropriateness of accountingpolicies used and the reasonableness ofaccounting estimates and related disclosuresmade by management;
• Conclude on the appropriateness of Board ofDirectors’ use of the going concern basis ofaccounting and, based on the audit evidenceobtained, whether a material uncertainty existsrelated to events or conditions that may castsignificant doubt on the Company’s ability tocontinue as a going concern. If we conclude thata material uncertainty exists, we are required todraw attention in our auditor’s report to the relateddisclosures in the financial statements or, if suchdisclosures are inadequate, to modify our opinion.Our conclusions are based on the audit evidenceobtained up to the date of our auditor’s report.However, future events or conditions may causethe Company to cease to continue as a goingconcern;
• Evaluate the overall presentation, structure andcontent of the standalone financial statements,including the disclosures, and whether thestandalone financial statements represent theunderlying transactions and events in a mannerthat achieves fair presentation; and
• Obtain sufficient appropriate audit evidenceregarding the financial information/financialstatements of the Company and its branches orthe business activities within the Company toexpress an opinion on the financial statements. Weare responsible for the direction, supervision andperformance of the audit of financial statementsof the Company and such branches includedin the financial statements, of which we are theindependent auditors. For the other branchesincluded in the financial statements, which havebeen audited by the branch auditors, such branchauditors remain responsible for the direction,supervision and performance of the audits carriedout by them. We remain solely responsible for ouraudit opinion.
Materiality is the magnitude of misstatements in thefinancial statements that, individually or in aggregate,makes it probable that the economic decisions of areasonably knowledgeable user of the standalonefinancial statements may be influenced. We considerquantitative 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 ofany identified misstatements in 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, andto communicate with them all relationships and othermatters that may reasonably be thought to bear onour independence, and where applicable, relatedsafeguards.
From the matters communicated with those chargedwith governance, we determine those matters thatwere of most significance in the audit of the financialstatements of the current period and are therefore thekey audit matters. We describe these matters in ourauditor’s report unless law or regulation precludespublic disclosure about the matter or when, inextremely rare circumstances, we determine that amatter should not be communicated in our reportbecause the adverse consequences of doing so wouldreasonably be expected to outweigh the public interestbenefits of such communication.
Other Matters
We did not audit the financial statements/information ofbranches situated in Northern, Southern and WesternRegions included in the standalone financial statementsof the Company whose financial statements/financialinformation reflect total assets of Rs. 151,148.57Lakhs as at 31 March 2025 and the total revenues ofRs. 220,371.59 Lakhs for the year ended on that date,as considered in the standalone financial statements/ information of these branches have been auditedby the branch auditors whose reports have beenfurnished to us by the management, and our opinionon the standalone financial statements, in so far asit relates to the amounts and disclosures included inrespect of branches, and our report in terms of sub¬section (3) of section 143 of the Act in so far as itrelates to the aforesaid branch(es), is based solely onthe report of such branch auditors.
Our opinion above on the standalone financialstatements, and our report on other legal and regulatoryrequirements below, are not modified in respect of theabove matters with respect to our reliance on the workdone by and the reports of the branch auditors.
Report on Other Legal and Regulatory requirements
As required under section 143(5) of the CompaniesAct, 2013, we give in the Annexure-A, a Statement
on the Directions / Sub-Directions issued by theComptroller and Auditor General of India aftercomplying the suggested methodology of Audit, theaction taken thereon and its impact on the accountsand financial statements of the Company.
As required by the Companies (Auditor’s Report)Order, 2020 (“the Order”), issued by the CentralGovernment of India in terms of section 143(11) of theAct we give in the Annexure-B, a statement on thematters specified in paragraphs 3 and 4 of the Order,to the extent applicable to the Company.
Further to our comments in Annexure B, as requiredby section 143(3) of the Act based on our audit, and onthe consideration of the reports of the branch auditorsas referred to in paragraph 16 above, we report, to theextent applicable, that:
a) We have sought and obtained all the informationand explanations which to the best of our knowledgeand belief were necessary for the purpose of ouraudit of the accompanying standalone financialstatements;
b) In our opinion proper books of account as requiredby law have been kept by the Company so far asappears from our examination of those books andproper returns adequate for the purposes of ouraudit have been received from the branches notvisited by us;
c) The reports on the accounts of the branch officesof the Company audited under Section 143(8)of the Act by branch auditors have been sent tous and have been properly dealt with by us inpreparing this report;
d) The standalone financial statements dealt withby this report are in agreement with the books ofaccount and with the returns received from thebranches not visited by us;
e) In our opinion, the aforesaid standalone financialstatements comply with the Ind AS specified underSection 133 of the Act, read with relevant rulesthereunder;
f) The provisions of Section 164(2) of the CompaniesAct, 2013 are not applicable to GovernmentCompanies in terms of notification No. GSR463(E) dated 5th June 2015 issued by the Ministryof Company Affairs, Government of India.
g) With respect to the adequacy of the internalfinancial controls over financial reporting of theCompany as on 31 March 2025 and the operatingeffectiveness of such controls, refer to our separateReport in Annexure-C; and
h) With respect to the other matters to be included in
the Auditor’s Report in accordance with Rule 11 ofthe Companies (Audit and Auditors) Rules, 2014(as amended), in our opinion and to the best ofour information and according to the explanationsgiven to us and based on the consideration of thereports of the branch auditors as referred to inparagraph 16 above:
i) As per records made available to us, theCompany, as detailed in Note 42.3(a) andits Annexure “A” to the standalone financialstatements, has disclosed the impact ofpending litigations on its financial position asat 31 March 2025;
ii) The Company did not have any long-termcontracts including derivative contracts forwhich there were any material foreseeablelosses as at 31 March 2025;
iii) There were no amounts which were requiredto be transferred to the Investor Education andProtection Fund by the Company during theyear ended 31 March 2025;
iv) a)The management has represented that, tothe best of its knowledge and belief, otherthan as disclosed in the notes to the accounts,no funds have been advanced or loaned orinvested (either from borrowed funds or sharepremium or any other sources or kind of funds)by the company to or in any other person(s)or entity(ies), including foreign entities (“theintermediaries”), with the understanding,whether recorded in writing or otherwise, thatthe intermediary shall, whether, directly orindirectly lend or invest in other persons orentities identified in any manner whatsoeverby or on behalf of the company (“UltimateBeneficiaries”) 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, otherthan as disclosed in the notes to the accounts,no funds have been received by the Companyfrom any person(s) or entity(ies), includingforeign entities (“Funding Parties”), with theunderstanding, whether recorded in writing orotherwise, that the Company shall, whether,directly or indirectly, lend or invest in otherpersons or entities identified in any mannerwhatsoever by or on behalf of the FundingParty (“Ultimate Beneficiaries”) or provide anyguarantee, security or the like on behalf of theUltimate Beneficiaries; and
c) Based on such audit procedures performed
as considered reasonable and appropriate in the circumstances, nothing has come to our notice thathas caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as providedunder (a) and (b) above, contain any material misstatement.
v) As stated in Note No. 45 to the accompanying Standalone Financial Statements:
a) The final dividend paid by the Company during the year ended 31 March 2025 in respect of suchdividend declared for the previous year is in accordance with section 123 of the Act to the extent itapplies to payment of dividend.
b) The Board of Directors of the Company have proposed Final Dividend for the year ended 31 March2025 which is subject to the approval of the members at the ensuing Annual General Meeting. Thedividend proposed to be declared is in accordance with section 123 of the Act to the extent it appliesto declaration of dividend.
vi) Based on our examination which included test checks, the Company, in respect of financial year ended31 March,2025, has continued to use an accounting software for maintaining its books of account whichhas a feature of recording audit trail (edit log) facility and the same has been operated throughout theyear for all relevant transactions recorded in the software. Further, during the course of our audit we didnot come across any instance of audit trail feature being tampered with. Furthermore, the audit trail hasbeen preserved by the Company as per the statutory requirements for record retention.
For B Chhawchharia & Co
Chartered AccountantsFirm’s Registration No.: 305123E
Kshitiz ChhawchhariaPartner
Place: Kolkata Membership No.: 061087
Date: 03 July 2025 UDIN: 25061087BMPIQB1868