We have audited the accompanying standalone financial statements of Nalwa Sons Investments Limited ("theCompany"), which comprise the standalone balance sheet as at March 31, 2025, the standalone statement of profitand loss (including Other Comprehensive Income), the standalone statement of changes in equity and the standalonestatement of cash flows for the year then ended, and notes to the statement financial statements, including a summaryof the significant accounting policies and other explanatory information ("the Standalone Financial Statements").
In our opinion and to the best of our information and according to the explanations given to us, the aforesaidStandalone Financial Statements give the information required by the Companies Act, 2013 ("the Act") in the mannerso required and give a true and fair view in conformity with the accounting principles generally accepted in India, ofthe state of affairs of the Company as at March 31, 2025, its profit including other comprehensive income, the changesin equity and its cash flows for the year ended on that date.
We conducted our audit of the financial statements in accordance with the Standards on Auditing (SAs), as specifiedunder section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor'sResponsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of theCompany in accordance with the 'Code of Ethics' issued by the Institute of Chartered Accountants of India togetherwith the ethical requirements that are relevant to our audit of the standalone financial statements under theprovisions of the Act and the Rules made thereunder, and we have fulfilled our ethical responsibilities in accordancewith these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient andappropriate to provide a basis for our opinion on the Standalone Financial Statements.
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 ofthe Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separateopinion on these matters. We have determined the matters described below to be the key audit matters to becommunicated in our report.
Key audit matters
How our audit addressed the key audit matter
Disputed Income Tax Demands (as described in note no. 37 to the standalone financial statements)
The Company has received income tax demand ordersand notices relating to disallowances of certaindeductions, expenses which are under litigation. TheCompany is contesting these demands. Theunexpected adverse outcomes of such litigations andtax demands could materially impact the Company asthe outcome of such legal actions is uncertain and the
Our audit procedures included the following:
Assessed the progress of all significant litigations, Taxdemands and contingencies.
Evaluated management's assessment of the likely outcomeand considered the requirements for any provision.
positions taken by the management are based on the
Inquired with both legal and finance personnel in respect of
legal opinions obtained by the Company.
ongoing litigations or tax demands proceedings, inspected
The amounts involved may be significant and
relevant correspondence. Also, obtained legal confirmation
estimates of the amounts of provisions or contingent
letters on sample basis from external legal experts.
liabilities are subject to significant managementjudgement.
Assessed the related disclosure of litigations, tax demandsand other contingencies as described in the financial
Accordingly, this matter has been determined to be akey matter in our audit of the financial statements.
statements.
Valuation of Investments in Un-Quoted Securities
The company has investments in various unquoted
Our audit procedures included, among other things, an
equity and preference shares. These instruments are
assessment of the methodology and the appropriateness of
measured at fair value with the corresponding fair
the valuation techniques and inputs used by management
value change recognized in Statement of Profit and
to value investments.
Loss or other comprehensive income depending upon
Further, we assessed the valuation of all individual
the nature of financial instruments.
investments to determine whether the valuations
The valuation is performed by the company using a
performed by the company were within a predefined
fair value hierarchy (Level 1, 2 and 3) as disclosed in
tolerable differences threshold.
note no.40 to the standalone financial statements.
As part of these audit procedures, we assessed the accuracy
Given the inherent subjectivity in the valuation of
of key inputs used in the valuation including observable and
level 2 investments, we determined this to be a
non-observable inputs.
significant matter for our audit. This was an area of
We also evaluated the company's assessment whether
focus for our audit and an area where significant audit
objective evidence of impairment exists for individual
effort was directed.
investments.
Disclosures on the investments are included at Note
Based on these procedures we have not noted any material
8 and Note 40 to the Standalone Financial Statements
differences outside the predefined tolerable differencesthreshold.
The Company's Board of Directors 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, Corporate Governance and Shareholder's Information but does not include the financial statements and ourauditor's report thereon.
Our opinion on the Standalone Financial Statements does not cover the other information and we do not express anyform of 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 the 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 to thepreparation of these financial statements that give a true and fair view of the financial position, financial performanceincluding other comprehensive income, changes in equity and cash flows of the Company in accordance with theIndian Accounting Standard ('Ind AS') and other accounting principles generally accepted in India. This responsibilityalso includes maintenance of adequate accounting records in accordance with the provisions of the Act forsafeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selectionand application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent;and the design, implementation and maintenance of adequate internal financial controls, that were 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.
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 the aggregate, they could reasonably be expected toinfluence 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 skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether due tofraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that issufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentionalomissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial controls relevant to the audit in order to design audit proceduresthat are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressingour opinion 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 andrelated disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based onthe 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 materialuncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the
Standalone Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions arebased on the audit evidence obtained up to the date of our auditor's report. However, future events or conditionsmay cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including thedisclosures, and whether the financial statements represent the underlying transactions and events in a mannerthat achieves fair presentation.
Materiality is the magnitude of misstatements in the Standalone Financial Statements that, individually or inaggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the StandaloneFinancial Statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planningthe scope of our audit work and in evaluating the results of our work; and (ii)to evaluate the effect of any identifiedmisstatements in the Standalone Financial Statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timingof the audit and significant audit findings, including any significant deficiencies in internal control that we identifyduring our audit.
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 financial statements of the current period and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law or regulation precludes public disclosure about the matteror when, in extremely rare circumstances, we determine that a matter should not be communicated in our reportbecause the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefitsof such communication.
1. As required by the Companies (Auditor's Report) Order, 2020("the Order"), issued by the Central Governmentof India in terms of sub-section (11) of section 143 of the Act, 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 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, the standalone statement of changes in equity and the standalone statement of cash flow dealtwith by this report are in agreement with the books of account;
d. In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS specified underSection 133 of the Act;
e. On the basis of the written representations received from the directors as on March 31, 2025 taken onrecord by the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being
appointed as 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". Our reportexpresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internalfinancial controls over financial reporting;
g. With respect to other matters to be included in the auditor's report in accordance with the requirements ofSection 197(16) of the Act, as amended. In our opinion, the managerial remuneration for the year endedMarch 31, 2025 has been paid / provided by the Company to its directors in accordance with the provisionsof section 197 read with Schedule V to 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, as amended, in our opinion and to the best of our informationand according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its StandaloneFinancial Statements - Refer note 37 to the Standalone Financial Statements.
ii. The Company did not have any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education andProtection Fund by the Company;
i. (a) The Management has represented that, to the best of its knowledge and belief, no funds (which arematerial either individually or in the aggregate) 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 in any otherperson or entity, including foreign entity ("Intermediaries"), with the understanding, whether recorded inwriting or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in otherpersons or entities identified in any manner whatsoever by or on behalf of the Company ("UltimateBeneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(b) The Management has also represented, that, to the best of its knowledge and belief, no funds (which arematerial either individually or in the aggregate) have been received by the Company from any person orentity, including foreign entity ("Funding Parties"), with the understanding, whether recorded in writing orotherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entitiesidentified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") orprovide any guarantee, security or 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 representations undersub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
j. The Company has neither declared nor paid any dividend during the year.
k. Based on our examination, which include test check, the company has used accounting software formaintaining its books of account for the financial year ended March 31, 2025 which has a feature of recordingaudit trail (edit log) facility and the same has operated throughout the year for all relevant transactionsrecorded in the software. Further, during the course of our audit we did not come across any instance of theaudit trail feature being tampered with.
As proviso to Rule 3(1) of the Company (Accounts) Rule, 2014 is applicable from April 1, 2023, reportingunder rule 11(g) of the companies (Audit and Auditors) Rule, 2014 on preservation of audit trail as per thestatutory requirements for record retention is not applicable for the financial year ended March 31,2025.
Chartered AccountantsFirm Registration No. 003273N
PartnerM. No. 086622Date: 28th May, 2025Place: Hisar
UDIN 25086622BMIBLZ3327