We have audited the accompanying financial statementsof Sai Silks (Kalamandir) Limited (hereinafter referred toas "the Company"), which comprise the Balance Sheetas at March 31, 2025, the Statement of Profit and Loss(including Other Comprehensive Income), the Statementof Changes in Equity and the Cash flow statement for theyear then ended, and notes to the financial statements,including a summary of significant accounting policiesand other explanatory information (hereinafter referredto as the " financial statements").
In our opinion and to the best of our information andaccording to the explanations given to us, the aforesaidfinancial statements give the information required bythe Companies Act, 2013 ("the Act") in the manner sorequired and give a true and fair view in conformitywith the Indian Accounting Standards prescribed undersection 133 of the Act read with the Companies (IndianAccounting Standards) Rules, 2015, as amended, ("IndAS") and other accounting principles generally acceptedin India, of the state of affairs of the Company as at March31, 2025, and its profit, other comprehensive income,changes in equity and its cash flows for the year endedon that date.
We conducted our audit in accordance with the standardson Auditing (SAs) specified under section 143(10) ofthe Act. Our responsibilities under those Standards arefurther described in the Auditor's Responsibilities for theAudit of the financial statements section of our report.We are independent of the Company in accordancewith the Code of Ethics issued by the Institute ofChartered Accountants of India ("ICAI") together withthe independence requirements that are relevant to ouraudit of the financial statements under the provisionsof the Act and the Rules made thereunder, and we havefulfilled our other ethical responsibilities in accordancewith these requirements and the ICAI's Code of Ethics.We believe that the audit evidence we have obtained issufficient and appropriate to provide a basis for our auditopinion on the financial statements.
Key audit matters are those matters that, in ourprofessional judgment, were of most significance in ouraudit of the 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 formingour opinion thereon, and we do not provide a separateopinion on these matters.
Sl.
No
Key Audit Matter
How our audit addressed the keyaudit matter
1
Inventories valuation
Our procedures included,
and existence:
but was not limited to the
(Refer Note 2(o) and
following:
8 to the financial
• Obtained a detailed
statements)
understanding and evaluated
The Company has
the design and implementation
Inventories of Rs.
of controls that the Company
777.82 Crores as at
has established in relation
March 31, 2025 as
to inventory valuation and
detailed in Notes 8 to
existence.
the financial statements.
• Observed the physical
verification of inventories
and existence has
count at the financial year end
been determined to
and assessed the adequacy of
be a key audit matter
controls over the existence of
as inventories may be
inventories.
held for long periods of
• Obtained assurance over
time before being sold
the appropriateness of
making it vulnerable
management's assumptions
to obsolescence.
applied in calculating the gross
This could result in an
profit margin and discounts to
overstatement of the
be deducted from sales price
value of the inventories
to arrive at cost of goods.
if the cost is higher
• Evaluated management
than the net realisable
judgment with regards to the
value. Furthermore,
application of provisions to the
the assessment andapplication of inventories
provisions are subject to
Our Conclusion:
significant management
Based on the above procedures,
judgment.
we did not identify anysignificant deviation tothe assessment made bymanagement in respect ofinventories valuation andexistence.
We draw your attention to the followings forming part ofthe financial statements without modifying our opinion inrespect of:
i. Note No: 37(a)(5), Search and seizure of operationsin the premises was conducted in the month of May2023, by income tax department under section 132of Income Tax Act,1961. Information and documentssubmitted to income tax department as per noticesserved from time to time.
Consequent to Scrutiny proceedings, the IncomeTax Department has determined the total liability foran amount of Rs. 27.07 Crores (which includes aninterest of Rs. 8.35 Cr). Regarding this the companyhas made a provision of Rs. 6.42 Crores during theFY 2023-24 itself. Therefore, the Company hasmade a provision for the balance amount during theFY 2024-25. The same were paid in the month ofApril,2025 and thereby the liability on the companyupon search proceedings were concluded.
ii. Note no. 38,39 of Notes forming part of accounts forthe period ended 31st March 2025 which describesbalance of trade receivables and trade payablesare subject to confirmation/reconciliation andconsequential adjustment, if any.
Our opinion is not modified in respect ofthese matters.
The Company's Management and Board of Directorsare responsible for the other information. The otherinformation comprises the information included in theManagement Discussion and Analysis, Board's Reportincluding Annexures to Board's Report, BusinessResponsibility Report, Corporate Governance Report,and Shareholder Information, but does not include thefinancial statements and our auditor's report thereon. Theother information as identified above is expected to bemade available to us after the date of this Auditor's Report.
Our opinion on the financial statements does not coverthe other information and we do not express any form ofassurance conclusion thereon.
In connection with our audit of the financial statements,our responsibility is to read the other informationidentified above when it becomes available and, indoing so, consider whether the other information ismaterially inconsistent with the financial statements orour knowledge obtained during the course of our audit orotherwise appears to be materially misstated.
When we read those documents including Annexures,if any thereon, if we conclude that there is a materialmisstatement therein, we shall communicate the matterto those charged with the governance.
The Company's Management and Board of Directorsare responsible for the matters stated in section 134(5)of the Act, with respect to the preparation of thesefinancial statements that give a true and fair view ofthe financial position, financial performance includingother comprehensive income, cash flows and changesin equity of the Company in accordance with the IndianAccounting Standards (Ind-AS) prescribed undersection 133 of the Act, read with the Companies (IndianAccounting Standards) Rules, 2015, as amended, andother accounting principles generally accepted in India.
This responsibility also includes maintenance ofadequate accounting records in accordance with theprovisions of the Act for safeguarding of the assets of
the Company and for preventing and detecting fraudsand other irregularities; selection and application ofappropriate accounting policies; making judgmentsand estimates that are reasonable and prudent; anddesign, implementation and maintenance of adequateinternal financial controls, that were operating effectivelyfor ensuring the accuracy and completeness of theaccounting records, relevant to the preparation andpresentation of the financial statements that give a trueand fair view and are free from material misstatement,whether due to fraud or error.
In preparing the financial statements, the Managementis responsible for assessing the Company's ability tocontinue as a going concern, disclosing, as applicable,matters related to going concern and using the goingconcern basis of accounting unless the managementeither intends to liquidate the Company or to ceaseoperations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeingthe Company's financial reporting process.
Our objectives are to obtain reasonable assurance aboutwhether the financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, andto issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance, but isnot a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement whenit exists. Misstatements can arise from fraud or error andare considered material if, individually or in the aggregate,they could reasonably be expected to influence theeconomic decisions of users taken on the basis of thesefinancial statements.
As part of an audit in accordance with SA's, we exerciseprofessional judgement and maintain professionalskepticism throughout the audit. We also:
• Identify and assess the risks of materialmisstatement of the financial statements, whetherdue to fraud or error, design and perform auditprocedures responsive to those risks, and obtainaudit evidence that is sufficient and appropriateto provide a basis for our opinion. The risk of notdetecting a material misstatement resulting fromfraud is higher than for one resulting from error,as fraud may involve collusion, forgery, intentionalomissions, misrepresentations, or the override ofinternal control.
• Obtain an understanding of internal financialcontrols relevant to the audit in order to designaudit procedures that are appropriate in the
internal financial control with reference to thefinancial statements.
g) With respect to the other matters to be includedin the auditor's report in accordance with therequirements of Section 197(16) of the Act,as amended:
In our opinion and according to the informationand explanations given to us, the remunerationpaid by the Company to its directors during thecurrent year is in accordance with the provisionsof Section 197 of the Act.
h) With respect to the other matters to be includedin the Auditor's Report in accordance with Rule11 of the Companies (Audit and Auditors) Rules,2014, as amended, in our opinion and to thebest of our information and according to theexplanations given to us:
a. The Company has disclosed the impact ofpending litigations on its financial positionin its Financial Statements - Refer Note 37to the financial statements
b. The Company did not have any long-termcontracts including derivative contractsfor which there were any materialforeseeable losses.
c. There were no amounts which wererequired to be transferred to the InvestorEducation and Protection Fund bythe Company.
d. i. The management has represented
that, to the best of its knowledge andbelief, no funds have been advancedor loaned or invested (either fromborrowed funds or share premium orany other sources or kind of funds)by the Company to or in any otherpersons or entities, including foreignentities ("Intermediaries") with theunderstanding, whether recordedin writing or otherwise, that theIntermediary shall:
• Directly or indirectly lendor invest in other personsor entities identified in anymanner whatsoever ("UltimateBeneficiaries") by or on behalf ofthe Company or
circumstances. Under section 143(3)(i) of the Act,we are also responsible for expressing our opinionon whether the Company has adequate internalfinancial controls system in place and the operatingeffectiveness of such controls.
• Evaluate the appropriateness of accounting policiesused and the reasonableness of accountingestimates and related disclosures made bythe management.
• Conclude on the appropriateness of management'suse of the going concern basis of accounting and,based on the audit evidence obtained, whethera material uncertainty exists related to events orconditions that may cast significant doubt on theCompany'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 reportto the related disclosures in the financial statementsor, if such disclosures are inadequate, to modify ouropinion. Our conclusions are based on the auditevidence obtained up to the date of our auditor'sreport. However, future events or conditions maycause the Company to cease to continue as agoing concern.
• Evaluate the overall presentation, structure andcontent of the financial statements, including thedisclosures, and whether the financial statementsrepresent the underlying transactions and events ina manner that achieves fair presentation.
Materiality is the magnitude of misstatements in theFinancial Statements that, individually or in aggregate,makes it probable that the economic decisions ofa reasonably knowledgeable user of the FinancialStatements may be influenced. We consider quantitativemateriality and qualitative factors in (i) planning thescope of our audit work and in evaluating the results ofour work; and (ii) to evaluate the effect of any identifiedmisstatements 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 on ourindependence, and where applicable, related safeguards.
From the matters communicated with those charged withgovernance, we determine those matters that were ofmost significance in the audit of the financial statementsof the current period and are therefore the key auditmatters. We describe these matters in our auditor's reportunless law or regulation precludes public disclosure aboutthe matter or when, in extremely rare circumstances, wedetermine that a matter should not be communicated inour report because the adverse consequences of doingso would reasonably be expected to outweigh the publicinterest benefits of such communication
1. As required by Section 143 (3) of the Act, based on
our audit we report that;
a) We have sought and obtained all the informationand explanations which to the best of ourknowledge and belief were necessary for thepurposes of our audit;
b) In our opinion, proper books of account asrequired by law have been kept by the Companyso far as it appears from our examination ofthose books.
c) The Balance Sheet, the Statement of Profitand Loss (including other comprehensiveincome), Statement of changes in equity andthe Statement of Cash Flow dealt with bythis Report are in agreement with the booksof account.
d) In our opinion, the aforesaid financial statementscomply with the Indian Accounting Standards(Ind AS) specified under Section 133 of the Act,read with the relevant rules issued thereunder.
e) On the basis of the written representationsreceived from the directors as on 31st March,2025 taken on record by the Board of Directors,none of the directors is disqualified as on 31stMarch, 2025 from being appointed as a directorin terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internalfinancial controls over financial reportingwith reference to financial Statements of theCompany and the operating effectiveness ofsuch controls, refer to our separate Reportin "Annexure -A". Our report expresses anunmodified opinion on the adequacy andoperating effectiveness of the Company's
• Provide any guarantee, securityor the like to or on behalf of theUltimate Beneficiaries.
ii. The management has represented,that, to the best of its knowledgeand belief, no funds have beenreceived by the Company from anypersons or entities, including foreignentities ("Funding Parties"), with theunderstanding, whether recordedin writing or otherwise, that theCompany shall:
• Directly or indirectly, lendor invest in other personsor entities identified in anymanner whatsoever ("UltimateBeneficiaries") by or on behalf ofthe Funding Party or
• Provide any guarantee, securityor the like form or on behalf of theUltimate Beneficiaries; and
iii. Based on such audit proceduresas considered reasonable andappropriate in the circumstances,nothing has come to our notice thathas caused us to believe that therepresentations under sub-clause (d)(i) and (d)(ii) contain any material mis¬statement.
e. Based on our examination, which includedtest checks, the Company has usedaccounting software for maintaining itsbooks of account for the financial yearended 31st March 2025 which has a featureof recording audit trail (edit log) facility andthe same has operated throughout the yearfor all relevant transactions recorded in thesoftware. Further, during the course of ouraudit we did not come across any instanceof audit trail feature being tampered withand the audit trail has been preservedby the company as per the statutoryrequirements for record retention.
f. The final dividend proposed during theprevious year, declared and paid by thecompany during the year is in accordancewith section 123 of the Act, as applicable
2. As required by the Companies (Auditor's Report) Order, 2020 ("the Order") issued by the Central Governmentof India in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified inparagraphs 3 and 4 of the Order, to the extent applicable.
For Sagar & Associates
Chartered AccountantsFirm's Registration No: 003510S
Sd/-
CA. D. Manohar
Partner
Membership No.029644UDIN: 25029644BMIBVR5942
Place: HyderabadDate: 16.05.2025