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AUDITOR'S REPORT

Zenith Exports Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 104.75 Cr. P/BV 1.24 Book Value (₹) 156.25
52 Week High/Low (₹) 352/182 FV/ML 10/1 P/E(X) 61.16
Bookclosure 24/09/2024 EPS (₹) 3.17 Div Yield (%) 0.00
Year End :2025-03 

We have audited accompanying standalone Ind AS financial statements of Zenith Exports Limited
("the Company”), which comprise of the balance sheet as at March 31,2025, the statement of Profit
and Loss (Including other comprehensive income), statement of changes in equity and statement of
cash flows for the year then ended, and notes to the financial statements, including a summary of
significant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid standalone Ind AS financial statements give the information required by The Companies
Act, 2013 ("The Act”) in the manner so required and give a true and fair view in conformity with the
Indian accounting standards prescribed under section 133 of the Act read with the Companies (Indian
Accounting Standards) Rules, 2015 as amended, ("Ind AS’’) and other accounting principles generally
accepted in India, of the state of affairs of the Company as at March 31,2025, Profit and total compre¬
hensive 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 (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities un¬
der those Standards are further described in the Auditor’s Responsibilities for the Audit of the Standalone
financial Statements section of our report. We are independent of the Company in accordance with
the Code of Ethics issued by the Institute of Chartered Accountants of India together with the indepen¬
dence requirement that are relevant to our audit of the standalone financial statements under the
provisions of the Act and the rules made there under, and we have fulfilled our other ethical responsi¬
bilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on standalone
financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the standalone financial statements of the current period. These matters were addressed
in the context of our audit of the financial statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters.

Key Audit Matter : Revenue Recognition and Valuation of Foreign Trade Receivables

Description of the Matter :

How the Matter Was Addressed in the Audit :

The company derives a substantial portion of its
revenue from export sales of textile fabrics and
leather goods. Revenue is recognized based on
the customs exchange rate at the time of ship¬
ment, and year-end trade receivables are reval¬
ued at prevailing bank exchange rates, with for¬
eign exchange differences recorded in the State¬
ment of Profit and Loss in accordance with Ind
AS 21. As at March 31, 2025, a significant por¬
tion of the Company's trade receivables is de¬
nominated in foreign currencies. This area is
considered a key audit matter due to the materi¬
ality of export sales and receivables, the use of
judgment in determining the timing of revenue
recognition and the applicable exchange rates,
complexity in revaluing trade receivables at year-
end, and the risk of default or delay in collection
from international customers.

Our audit procedures included assessing the de¬
sign and implementation of internal controls re¬
lated to export revenue recognition and foreign
exchange revaluation, testing a sample of export
transactions to confirm the recognition date with
supporting documents and verifying application
of the appropriate customs exchange rate, ex¬
amining the year-end revaluation of outstanding
foreigntrade receivables using bank exchange
rates and independently verifying those rates, per¬
forming a detailed aging analysis of trade receiv¬
ables and assessing the reasonableness of pro¬
visions for expected credit losses, and evaluat¬
ing compliance with the relevant disclosure re¬
quirements under Ind AS 1, 21, 107, and 109,
and " SEBI (LODR) Regulations, 2015. Based
on the above procedures, we found the revenue
recognition policies and valuation of trade receiv¬
ables to be in compliance with the applicable fi¬
nancial reporting framework and supported by
appropriate documentation.

Information Other than the Financial Statements and Auditor’s Report Thereon

Information Other than the Financial Statements and Auditor’s Report Thereon The company’s Board
of Directors are responsible for the preparation of the other information. The other information com¬
prises of the information included in the management discussion and analysis, Board’s report includ¬
ing Annexure to Board’s Report, Corporate Governance and Shareholders information, but does not
include the standalone financial statements and our auditor’s report thereon.

Our opinion on standalone financial statements does not cover the other information and we do not
expressany form of assurance or conclusion thereon. In connection with our audit of the standalone
financial statements, our responsibility is toread the other information and in doing so, consider whether
the other information is materially inconsistent with the standalone financial statements or other infor¬
mation obtained during the course of our audit or otherwiseappear to be materially misstated.If, based
on the work we have performed, weconclude that there is a material misstatement of this other infor¬
mation; weare required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and those chargedwith governance for the Standalone
Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the
Companies Act, 2013 ("the Act’) with respect to the preparation of thesestandalone Ind AS financial
statements that give a true and fair view of the financial position, financial performance, total compre¬
hensive income, changesin equity and cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the accounting Standards specified under section 133
of the Act. This responsibility also includes maintenance ofadequate accounting records in accor¬
dance with the provisions of the Act for safe guarding of the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and application of appropriate implementation
and maintenance of accounting policies; making judgments andestimates that are reasonable and
prudent; and design, implementation and maintenance of adequate internal financial controls, that
were operating effectively for ensuring the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, management is responsible for assessing the
Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to liqui¬
date the Company or tocease operations, or has no realistic alternative but to do so. The Board of
Directors are responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial state¬
ments as a whole are free from material misstatement, whether due to fraudor error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is
not a guarantee thatan audit conducted in accordance with Standards on Auditing (SAs) will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these standalone Ind As financial statements.
We also :

As part of an audit in accordance with SAs, we exercise professional judgment and maintain profes¬
sional skepticism throughout the audit.

• Identify and assess the risks of material misstatement of the standalone financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks,
and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting amaterial misstatement resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or
the override of internal control.

• Obtainan understanding of internal control relevant to the audit in order to design audit proce¬
dures that are appropriate in the circumstances. Under section143(3)(i) of the Companies Act,
2013, we are also responsible for expressing our opinion on whether the company has adequate
internal financial controls system in place and the operating effectiveness of such controls. •

• Evaluatethe appropriateness of accounting policies used and the reasonableness ofaccounting
estimates and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of account-

ing and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Company’s ability to continue as a
going concern. If we conclude that a material uncertainty exists, we arerequired 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. Ourconclusions are based on the audit evi¬
dence obtained up to the date of our auditor’sreport. 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 standalone financialstatements,
including the disclosures, and whether the standalone financial statements represent the under¬
lying transactions and events in a manner that achieves fair presentation.

We communicatewith those charged with governance regarding, among other matters, the
plannedscope and timing of the audit and significant audit findings, including any significant deficien¬
cies in internal control that we identify during our audit.

We also providethose charged with governance with a statement that we have complied with relevant
ethical requirements regarding independence, and to communicate withthem all relationships and
other matters that may reasonably be thought to bearon our independence, and where applicable,
related safeguards from the matters communicated with those charged with governance, we deter¬
mine those matters that were of most significance inthe audit of the standalone financial statements
of the current period and aretherefore the key audit matters. We describe these matters in our auditor’s
report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report because
the adverse consequences of doing so wouldreasonably be expected to outweigh the public interest
benefits of such communication.

Other Matters

We did not audit the financial statements/information of Units of Zenith Textiles, Mysore & Zenith
Spinners-Ahmadabad included in the financial statements of the company whose financial state-
ments/financial information reflects total assets Rs. 273316469/- as at 31st March 2025 (PY 301399354/
-) and total Income of Rs.111072208/- (PY 150609168/-) for the year ended on that date, as consid¬
ered in the Ind As Financial statements/information of these units have been audited by the unit audi¬
tors whose reports have been furnished to us, and our opinion in so far as itrelates to the amounts and
disclosures included in respect of units, is basedsolely on the report of such unit auditors.

Report on Other Legal and Regulatory Requirements

As required by the Companies (Auditor’s Report) Order, 2020 ("the Order”) CARO,2020, issued by
the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act,
2013, we give in the Annexure A, a statement on the mattersspecified in paragraphs 3 and 4 of the
Order, to the extent applicable.

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 knowl¬
edge and belief 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 it appears from our examination of those books.

c) The reports on the accounts of the units of the Company audited under Section 143(8) of the Act
by unit auditors have been sent to us and have been properly dealt with by us in preparing this
report.

d) The Balance Sheet, the Statement of Profit and Loss including other comprehensive income, the
statement of change in equity, and the Cash Flow Statement dealt with by this Report are in
agreement with the books of account.

e) In our opinion, the aforesaid standalone Ind AS financial statements comply with the Indian Ac¬
counting Standards (Ind AS) prescribed under Section 133 of the Act read with the Companies
(Indian Accounting Standards) Rules, 2015 (as amended) and other relevant provisions of the
Act.

f) On the basis of the written representations received from the directors as on March 31, 2025
taken on record 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.

g) With respect to the adequacy of the internal financial controls over financial reporting of the Com¬
pany and the operating effectiveness of such controls, refer to our separate Report in “Annexure
B”.

h) With respect to the other matters to be included in the Auditor’s Report under section 197(16) of
the Act, in our opinion and as per the information and explanations provided to us, the Company
has paid/ provided for managerial remuneration in accordance with the requisite approvals man¬
dated by provision of section 197 read with schedule V to the Act.

i) With respect to the other matters to be included in the Auditor’s 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 given to us:

(i) The Company does not have any pending litigations which would impact its financial posi¬
tion.

(ii) The Company has made provision, as required under the applicable law or accounting stan¬
dards, for material foreseeable losses, if any, on long-term contractsincluding derivative
contracts.

(iii) There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.

(iv) As per the management representation we report,

a. no funds have been advanced orloaned or invested by the company to or in any other
person(s) or entities, including foreign entities (“Intermediaries”), with the understand¬
ing that the intermediary shall whether directly or indirectly lend or invest in other per¬
sons or entities identified in any manner by or on behalf of the company (Ultimate
Beneficiaries) or provide any guarantee, security or the like on behalf of ultimate benefi¬
ciaries.

b. No funds have been received by the company from any person(s) or entitiesincluding
foreign entities ("Funding Parties”) with the understanding that such company shall
whether, directly or indirectly, lend or invest in other personsor entities identified in any
manner whatsoever by or on behalf of the fundingparty (ultimate beneficiaries) or pro¬
vide guarantee, security or the like onbehalf of the Ultimate beneficiaries.

c. Basedon the audit procedures performed, we report that nothing has come to our
notice that has caused us to believe that the representations given undersub-clause (i)
and (ii) of Rule 11(e) as provided under clause (a) and (b) above contain any materialmis-
statement.

(v) Based on our examination, which included test checks, the company has used accounting
software for maintaining books of account which has a feature of recording audit trail (Edit
Log) facility and that has operated throughout the financial year for all relevant transactions
recorded in the said software. During the course ofperforming our procedures, we did not
notice any instance of audit trail feature being tampered with for the period the audit trail was
enabled and thatit is preserved in accordance with the prescribed rules.

For and on behalf of

V. Goyal & Associates

Chartered Accountants
Firm's registration number: 312136E

(Vinod Kumar Goyal)

Partner

Place : Kolkata Membership Number: 050670

Dated : 30 05 2025 UDIN: 24050670BKHGWC8412

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