We have audited the accompanying Standalone Financial Statements of SHRI BAJRANG ALLIANCE LIMITED(“the Company”), which comprise the Standalone Balance Sheet as at March 31, 2025, the Standalone Statement ofProfit and Loss (including Other Comprehensive Income), Statement of changes in equity and the StandaloneStatement of Cash Flows for the year ended on that date, and notes to the Standalone Financial Statements includinga summary of the significant accounting policies and other explanatory information (hereinafter referred to as “Standalonefinancial statements”).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid StandaloneFinancial Statements give the information required by the Companies Act, 2013 (“the Act”) in the manner so requiredand give a true and fair view in conformity with Indian Accounting Standards prescribed under section 133 of the Actread with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and others the accountingprinciples generally accepted in India, of the state of affairs of the Company as at March 31, 2025 and its profit, totalcomprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing specifiedunder section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor’sResponsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company inaccordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with theindependence requirements that are relevant to our audit of the Standalone Financial Statements under the provisions ofthe Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with theserequirements 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 opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of theStandalone Financial Statements of the current period. These matters were addressed in the context of our audit of theStandalone Financial Statements as a whole, and in forming our opinion thereon; we have determined the mattersdescribed below to be the key audit matters to be communicated in our report.
S.No.
Key Audit Matter
Auditor’s Response
1.
The Company has given a Corporate Guarantee toits associate company amounting to Rs. 36,984Lakhs, which is quite higher than company’savailable net worth. The management is of theopinion that it is a corporate guarantee as per thegeneral business practice.
We have taken management representation on thesame and is being disclosed as contingentliability. The ultimate outcome of the liabilitytowards corporate guarantee is remote butinvolves risk of liquidity.
We draw attention to Note No. 46 of Standalone financial statement in respect of the scheme for the amalgamationof Popular Mercantile Private Limited. The scheme was approved by National Company Law Tribunal (NCLT) videits order dated 25th April 2025 and the appointed date fixed in the order is 01st April 2024 and has given effect to inthe standalone financial result as set out in the aforesaid note. Our opinion is not modified in respect of this matter.
The Company’s Board of Director is responsible for the other information. The other information comprises theinformation included in the Management Discussion and Analysis, Board’s Report including Annexures to Board’sReport, Business Responsibility report, Corporate Governance and Shareholder’s information, but does not includethe standalone financial statements and or auditor’s report thereon.
Our opinion on the standalone financial statement does not cover the other information and we do not express anyform if assurance conclusion thereon. In Connection with our audit of the standalone financial statements, ourresponsibility is to read the other information and, in doing so, consider whether the other information is materiallyinconsistent with standalone financial statements or our knowledge obtained during the course of our audit orotherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information;we are required to report that fact. We have nothing to report in this regard.
The Company’s Board of Directors is 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, changes in equity and cash flows of the Company in accordance with the accountingprinciples 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 ofthe Act for safeguarding 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 reasonableand prudent; and design, implementation and maintenance of adequate internal financial controls, that are operatingeffectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation andpresentation of the Standalone Financial Statements that give a true and fair view and are free from materialmisstatement, whether due to fraud or error.
In preparing the Standalone Financial Statements, management is responsible for assessing the Company’s ability tocontinue as a going concern, disclosing, as applicable, matters related to going concern and using the going concernbasis of accounting unless management either intends to liquidate the Company or to cease operations, or has norealistic alternative but to do so.
The Board of Directors are responsible for overseeing the Company’s financial reporting process.
The Board of Directors is also responsible for establishing and maintaining adequate and effective controls in respectof use of accounting software that entails the requisite features as specified by the Companies (Accounts) Rules,2014, as amended from time to time, including an evaluation and assessment of the adequacy and effectiveness ofthe company's accounting software in terms of recording and maintaining audit trail (edit log) of each and everytransaction and ensuring that the audit trail cannot be disabled and has been operated throughout the year for alltransactions recorded in the software and the audit trail feature has not been tampered with and the audit trail hasbeen preserved by the company as per the statutory requirements for record retention.
Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole arefree from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes ouropinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted inaccordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraudor error and are considered material if, individually or in aggregate, they could reasonably be expected to influencethe 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 skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement in 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 andappropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraudis 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 financial controls relevant to the audit in order to design audit procedures that areappropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing ouropinion on whether the Company has adequate internal financial controls system in place and the operatingeffectiveness 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’s use of the going concern basis of accounting and, based on theaudit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significantdoubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, weare required to draw attention in our auditor’s report to the related disclosures in the Standalone Financial Statementsor, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtainedup to the date of our auditor’s report. However, future events or conditions may cause the Company to cease tocontinue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, andwhether the financial statements represent the underlying transactions and events in a manner that achieves fairpresentation.
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 standalone financialstatements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning in the scopeof our audit work in evaluating the results of or work; and (ii) to evaluate the effect of any identified misstatementsin the standalone financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing ofthe audit and significant audit findings, including any significant deficiencies in internal control that we identify during ouraudit.
We also provide those charged with governance with a statement that we have complied with relevant ethicalrequirements regarding independence, and to communicate with them all relationships and other matters that mayreasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of mostsignificance in the audit of the Standalone Financial Statements of the current period and are therefore the key auditmatters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure aboutthe matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in ourreport because the adverse consequences of doing so would reasonably be expected to outweigh the public interestbenefits of such communication.
1. As required by the Companies (Auditor’s Report) Order, 2020(“the Order”) issued by the Central Governmentin terms of Section 143(11) of the Act, we give in “Annexure A” a statement on the matters specified inparagraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, based on our audit we report that:
a) We have sought and obtained all the information and explanations, which to the best of our knowledge andbelief 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 itappears from our examination of those books.
c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss including Other ComprehensiveIncome, Statement of Changes in Equity and the Standalone Statement of Cash Flows dealt with by thisReport are in agreement with the books of account.
d) In our opinion, the aforesaid Standalone Financial Statements comply with the mandatory AccountingStandards referred to in section 133 of Companies Act, 2013.
e) On the basis of the written representations received from the directors as on March 31,2025 taken on recordby the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointedas a director 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 andthe operating effectiveness of such controls, refer to our separate Report in “Annexure B”.
g) With respect to the other matters to be included in the Auditor’s Report in accordance with therequirements of section 197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us, theremuneration paid by the Company to its directors during the year is in accordance with the provisions ofsection 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 accordingto the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its StandaloneFinancial Statements.
ii. The Company did not have any long-term contracts including derivative contracts for which therewere any material foreseeable losses.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Educationand Protection Fund by the Company.
iv. (a) Whether the management has represented that, to the best of its knowledge and belief, no fundshave been advanced or loaned or invested (either from borrowed funds or share premium or any othersources or kind of funds) by the company to or in any other person(s) or entity(ies), including foreignentities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that theIntermediary shall, whether, directly or indirectly lend or invest in other persons or entities identifiedin any manner whatsoever by or on behalf of the company (“Ultimate Beneficiaries”) or provide anyguarantee, security or the like on behalf of the Ultimate Beneficiaries;
(b) The Management has represented that, to the best of its knowledge and belief, no funds have beenreceived 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 whatsoeverby or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, securityor the like on behalf of the Ultimate Beneficiaries;
(c) Based on the audit procedures that have been considered reasonable and appropriate in thecircumstances, nothing has come to our notice that has caused us to believe that the representationsunder sub-clause (i) and (ii) of Rule 11(e) of the Companies (Audit and Auditors) Rules, 2014, asprovided under (a) and (b) above, contain any material misstatement.
v. The company has not declared or paid any dividend during the year in contravention of the provisionsof section 123 of the Companies Act 2013.
vi. Based on our examination, which included test checks, the company has used an accounting softwarefor maintaining its books of account for the financial year ended on March 31, 2025 which has afeature of recording audit trail (edit log) facility and the same has operated throughout the year forall relevant transactions recorded in the software.
Further, during the course of our audit, we and the respective other auditors, whose reports have beenfurnished to us by the Management of the Parent, have not come across any instance of the audit trailfeature being tampered with in respect of the accounting software for the period for which the audittrail feature was operating and the audit trail has been preserved by the group and its subsidiarycompanies incorporated in India as per the statutory requirements for record retention.
For S S S D & CO
Chartered Accountants
Firm Reg. No.020203C
sd/-
Gaurav Ashok Baradia
Partner
Membership No.: 164479
UDIN: 25164479BMJFLV6538
Place: Raipur
Dated: May 30th, 2025