We have audited the accompanying financial statements of APMIndustries Limited (“the Company”), which comprise the BalanceSheet as at March 31, 2025, the Statement of Profit and Loss(including Other Comprehensive Income), the Statement of CashFlows and the Statement of Changes in Equity for the year thenended, and notes to the financial statements including a summaryof material accounting policies and other explanatory information(hereinafter referred to as “the financial statements”).
In our opinion and to the best of our information and according tothe explanations given to us, the aforesaid financial statements givethe information required by the Companies Act, 2013 (“the Act”) inthe manner so required and give a true and fair view in conformitywith the Indian Accounting Standards prescribed under Section 133of the Act read with the Companies (Indian Accounting Standards)Rules, 2015, as amended, (“Ind AS”) and other accounting principlesgenerally accepted in India, of the state of affairs of the Companyas at March 31, 2025 and its loss, total comprehensive income,cash flows and the changes in equity for the year ended on thatdate.
We conducted our audit of the financial statements in accordancewith the Standards on Auditing (SAs) specified under Section143(10) of the Act. Our responsibilities under those Standards arefurther described in the Auditor’s Responsibilities for the Audit ofthe Financial Statements Section of our report. We are independentof the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India (ICAI) together withthe ethical requirements that are relevant to our audit of the financialstatements under the provisions of the Act and the Rules madethereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the ICAI’s Code of Ethics.We believe that the audit evidence obtained by us is sufficient andappropriate to provide a basis for our opinion on the financialstatements.
Key audit matters are those matters that, in our professionaljudgment, were of most significance in our audit of the financialstatements for the year ended March 31,2025. These matters wereaddressed in the context of our audit of the financial statements asa whole, and in forming our opinion thereon, and we do not providea separate opinion on these matters.
On the facts and circumstances of the Company and the audit, wedetermine that there are no key audit matters to communicate inour report.
Information Other than the Financial Statements and Auditor’sReport thereon
The Company’s Management and Board of Directors are responsiblefor preparation of the other information. The other informationcomprises the information included in the Annual Report, but doesnot include the financial statements and our auditor’s report thereon.The Annual Report is expected to be made available to us after thedate of this Auditor’s Report.
Our opinion on the financial statements does not cover the otherinformation and we do not express any form of assurance conclusionthereon.
In connection with our audit of the financial statements, ourresponsibility is to read the other information and, in doing so,consider whether the other information is materially inconsistentwith the financial statements or our knowledge obtained during thecourse of our audit or otherwise appears to be materially misstated.
When we read the Annual Report, if we conclude that there ismaterial misstatement therein, we are required to communicate thematter to those charged with governance as required under SA 720‘The Auditor’s Responsibilities Relating to Other Information’ andtake necessary actions, as applicable under the relevant laws andregulations.
The Company’s Management and Board of Directors are responsiblefor the matters stated in Section 134(5) of the Act with respect tothe preparation of these financial statements that give a true andfair view of the financial position, financial performance includingother comprehensive income, cash flows and changes in equity ofthe Company in accordance with the Ind AS and the accountingprinciples generally accepted in India. These responsibilities alsoinclude maintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding the assets of theCompany and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable andprudent; and design, implementation and maintenance of adequateinternal financial controls, that were operating effectively for ensuringthe accuracy and completeness of the accounting records, relevantto the preparation and presentation of the financial statements thatgive a true and fair view and are free from material misstatement,whether due to fraud or error.
In preparing the financial statements, the Company’s Managementand Board of Directors are responsible for assessing the Company’sability to continue as a going concern, disclosing, as applicable,matters related to going concern and using the going concern basisof accounting unless the Board of Directors either intends to liquidatethe Company or to cease operations, or has no realistic alternativebut to do so.
The Board of Directors are also responsible for overseeing theCompany’s financial reporting process.
Our objectives are to obtain reasonable assurance about whetherthe financial statements as a whole are free from materialmisstatement, whether due to fraud or error, and to issue an auditor’sreport that includes our opinion. Reasonable assurance is a highlevel of assurance, but is not a guarantee that an audit conductedin accordance with SAs will always detect a material misstatementwhen it exists. Misstatements can arise from fraud or error and areconsidered material if, individually or in the aggregate, they couldreasonably be expected to influence the economic decisions of userstaken on the basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professionaljudgment and maintain professional skepticism throughout the audit.We also:
• Identify and assess the risks of material misstatement of thefinancial statements, whether due to fraud or error, design andperform audit procedures responsive to those risks, and obtainaudit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for oneresulting from error, as fraud may involve collusion, forgery,intentional omissions, misrepresentations, or the override ofinternal controls.
• Obtain an understanding of internal financial controls relevantto the audit in order to design audit procedures that areappropriate in the circumstances. Under Section 143(3)(i) ofthe Act, we are also responsible for expressing our opinion onwhether the Company has adequate internal financial controlswith reference to the financial statements in place and theoperating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used andthe reasonableness of accounting estimates and relateddisclosures made by the Management and Board of Directors.
• Conclude on the appropriateness of Management and Boardof Directors’ use of the going concern basis of accounting and,based on the audit evidence obtained, whether a materialuncertainty exists related to events or conditions that may castsignificant doubt on the Company’s ability to continue as agoing concern. If we conclude that a material uncertainty exists,we are required to draw attention in our auditor’s report to therelated disclosures in the financial statements or, if suchdisclosures are inadequate, to modify our opinion. Ourconclusions are based on the audit evidence obtained up tothe date of our auditor’s report. However, future events orconditions may cause the Company to cease to continue as agoing concern.
• Evaluate the overall presentation, structure and content of thefinancial statements, including the disclosures, and whetherthe financial statements represent the underlying transactionsand events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding,among other matters, the planned scope and timing of the auditand significant audit findings, including any significant deficienciesin internal control that we identify during our audit.
We also provide those charged with governance with a statementthat we have complied with relevant ethical requirements regardingindependence and to communicate with them all relationships andother matters that may reasonably be thought to bear on ourindependence, and where applicable to the Company, relatedsafeguards.
From the matters communicated with those charged withgovernance, we determine those matters that were of mostsignificance in the audit of the financial statements for the financialyear ended March 31,2025 and are therefore the key audit matters.We describe these matters in our auditor’s report unless law orregulation precludes public disclosure about the matter or when, inextremely rare circumstances, we determine that a matter shouldnot be communicated in our report because the adverseconsequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.
1. As required by the Companies (Auditor’s Report) Order, 2020(“the Order”) issued by the Central Government of India in termsof Section 143(11) of the Act, we give in the Annexure “A” astatement on the matters 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, to the
extent applicable, that:
a) we have sought and obtained all the information andexplanations which to the best of our knowledge and beliefwere necessary for the purposes of our audit;
b) in our opinion, proper books of account as required bylaw have been kept by the Company so far as it appearsfrom our examination of those books except for the matterstated in the paragraph (h) (vi) below on reporting underRule 11 (g) of the Companies (Audit and Auditors) Rules,2014;
c) the Balance Sheet, the Statement of Profit and Lossincluding Other Comprehensive Income, the Statementof Cash Flows and the Statement of Changes in Equitydealt with by this Report are in agreement with the booksof account;
d) in our opinion, the aforesaid financial statements complywith the Indian Accounting Standards (Ind AS) specifiedunder Section 133 of the Act, as applicable to theCompany;
e) on the basis of the written representations received fromthe directors and taken on record by the Board ofDirectors, none of the directors is disqualified as on March31,2025 from being appointed as a director in terms ofSection 164(2) of the Act;
f) with respect to the adequacy of the internal financialcontrols with reference to these financial statements andthe operating effectiveness of such controls, refer to ourseparate Report in the Annexure “B” to this report;
g) with respect to the other matters to be included in theAuditor’s Report under Section 197(16) of the Act, asamended, in our opinion and to the best of our informationand according to the explanations given to us, theremuneration paid/provided by the Company to itsdirectors during the year is in accordance with theprovisions of Section 197 read with Schedule V to theAct.
h) with respect to the other matters to be included in theAuditor’s Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules, 2014, asamended, 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 pendinglitigations on its financial position as at March 31,2025 in its financial statements - Refer Note 38 tothe financial statements.
ii. The Company did not have any long-term contractsincluding derivative contracts for which there wereany material foreseeable losses as at March 31,2025.
iii. There has been no delay in transferring the amount,required to be transferred to the Investor Educationand Protection Fund by the Company during the yearended March 31,2025.
iv. (a) The Management of the Company has
represented that, to the best of their knowledgeand belief, no funds have been advanced orloaned or invested (either from the borrowedfunds or share premium or any other sourcesor kind of funds) by the Company to or in anyother persons or entities including foreignentities (“intermediaries”), with theunderstanding, whether recorded in writing orotherwise, that the Intermediary shall directlyor indirectly lend or invest in other persons orentities identified in any manner whatsoever byor on behalf of the Company (“UltimateBeneficiaries”) or provide any guarantee,security or the like on behalf of the UltimateBeneficiaries;
(b) The Management of the Company hasrepresented that, to the best of their knowledgeand belief, no funds have been received by theCompany from any persons or entities,including foreign entities (“Funding Parties”)with the understanding, whether recorded inwriting or otherwise, that the Company shalldirectly or indirectly, lend or invest in otherpersons or entities identified in any mannerwhatsoever by or on behalf of the Funding Party(“Ultimate Beneficiaries”) or provide anyguarantee, security or the like on behalf of theUltimate Beneficiaries; and
(c) Based on the audit procedures that have beenconsidered reasonable and appropriate in thecircumstances, performed by us on theCompany, nothing has come to our noticethat has caused us to believe that therepresentations under sub-Clause (i) and (ii) ofRule 11 (e), as provided under (a) and (b) above,contain any material misstatement.
v. The dividend paid by the Company during the yearis in compliance with Section 123 of the Act, asapplicable. As stated in Note 57 to the financialstatements, the Board of Directors of the Companyhave not proposed any dividend for the year endedMarch 31,2025.
vi. As per the information and explanations provided tous and based on our examination which includedtest checks, the Company has used ERP softwarefor maintaining its books of account which has afeature of recording audit trail (edit log) facility andthe same has operated throughout the year for allrelevant transactions recorded in the accountingsoftware. However, the audit trail feature is notenabled when using administrative access right tothe ERP application for direct data changes whichis restricted to limited set of users who necessarilyrequire this access for maintenance andadministration of the database. Further, we did notcome across any instance of audit trail feature beingtempered with during our course of audit in respectof accounting software for which the audit trail featurewas operating and the audit trail has been preservedby the Company as per the statutory requirementsfor record retention.
Chartered AccountantsFirm Registration No. 307068E
Partner
New Delhi Membership No. 072579
May 07, 2025 UDIN - 25072579BMJIVS3612