We have audited the accompanying Standalone Financial Statements ofCELEBRITY FASHIONS LIMITED (“the Company”), which comprise the BalanceSheet as atMarch 31, 2025, the Statement of Profit and Loss (including OtherComprehensive Loss), the Statement of Changes in Equity, and the Statementof Cash Flows for the year then ended and notes to the financialstatementsincluding a summary of material accounting policies and otherexplanatory information (hereinafter referred to as “the Standalone FinancialStatements”)
In our opinion and to the best of our information and according to the explanationsgiven to us, the aforesaid Standalone Financial Statements give the informationrequired by the Companies Act, 2013 (“the Act”) in the manner so required andgive a true and fair view in conformity with the Indian Accounting Standardsprescribed under Section 133 of the Act read with the Companies (Indian AccountingStandards) Rules, 2015, as amended, (“Ind AS”) and other accounting principlesgenerally accepted in India, of the state of affairs of the Company as at March31,2025, the loss and total comprehensive loss, changes in equity and its cashflows for the year ended on thatdate.
We conducted our audit in accordance with the Standards on Auditing (SAs)specified under section 143(10) of the Companies Act, 2013. Our responsibilitiesunder those standards are further described in the Auditor’s Responsibilities forthe Audit of the Standalone Financial Statements section of our report. We areindependent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India together with the ethicalrequirements that are relevant to our audit of the Standalone Financial Statementsunder the provisions of the Companies Act, 2013 and the Rules thereunder, andwe have fulfilled our other ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe that the audit evidence wehave obtained is sufficient and appropriate to provide a basis for our opinion.
The Company has accumulated losses of Rs.39.13 crores as on March 31,2025.We have evaluated the appropriateness of the ‘going concern’ concept inaccordance with SA-570, based on such evaluation and on the basis of theinformation and explanations given to us, we report that we have obtainedsufficient evidence to establish the continuance of the Company as a goingconcern. The Financial Statements of the Company have been prepared on agoing concern basis. Our opinion is not modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were ofmost significance in our audit of the financial statements of the current period.These matters were addressed in the context of our audit of the financialstatements as a whole, and in forming our opinion thereon, and we do not providea separate opinion on these matters. We have determined the matters describedbelow to be the key audit matters to be communicated in our report.
The application of the new standard on recognition of revenue involvessignificant judgment and estimates made by the management which includesidentification of performance obligations contained in contracts,determination of the most appropriate method for recognition of revenuerelating to the identified performance obligations, assessment of transactionprice and allocation of the assessed price to the individual performanceobligations.
Audit procedure involved review of the Company’s Ind AS 11 5implementation process and key judgments made by management,
evaluation of customer contracts in light of Ind AS 115 on sample basisand comparison of the same with management’s evaluation and assessmentof design and operating effectiveness of internal controls relating torevenue recognition.
Based on the procedures performed, it is concluded that management’sjudgments with respect to recognition and measurement of revenue in lightof IND AS 115 is appropriate.
Furthermore, the appropriateness of the disclosures made in Note No.22&1.5 to the financialstatements was assessed.
b) Existence and impairment of Trade Receivables
Trade Receivables are significant to the Company’s financial statements.The Collectability of trade receivables is a key element of the Company’sworking capital management, which is managed on an ongoing basis by itsmanagement. Due to the nature of the Business and the requirements ofcustomers, various contract terms are in place which impacts the timing ofrevenue recognition. Given the magnitude and judgment involved in theimpairment assessment of trade receivables, we have identified this as akey audit matter.
We performed audit procedures on existence of trade receivables, whichincluded substantive testing of revenue transactions, obtaining tradereceivable external confirmations and testing the subsequent paymentsreceived. Assessing the impact of trade receivables requires judgment andwe evaluated management’s assumptions in determining the provision forimpairment of trade receivables, by analyzing the ageing of receivables,assessing significant overdue individual trade receivables and specific localrisks, combined with the legal documentations, where applicable.
In calculating the Expected Credit Loss as per Ind AS 109 - “FinancialInstruments”, the Company has also considered the estimation of probablefuture customer default.
We tested the timing of revenue and trade receivables recognition basedon the terms agreed with the customers. We also reviewed, on a samplebasis, terms of the contract with the customers, invoices raised, etc., as apart of our audit procedures.
Furthermore, we assessed the appropriateness of the disclosures made inNote No. 1.17 to the financial statements.
March 31,2025 Celebrity Fashions Limited had a provision in respect ofpossible or actual taxation disputes, litigation and claims to the tune of Rs.
0.29 crores.These provisions are estimated using a significant degree ofmanagement judgment in interpreting the various relevant rules, regulationsand practices and in considering precedents in various forums
The Audit addressed this Key Audit Matter by assessing the adequacy oftax Provisions by reviewing correspondence with tax Authorities
Discussing significant litigations and claims with the Company’s InternalLegal Counsel
Obtaining Letters from Celebrity Fashions External Advisors including theirviews regarding the likely outcome and magnitude of and exposure to therelevant litigation and claims
Reviewing previous judgments made by relevant tax Authorities and opinionsgiven by Company’s advisors.
Assessing the reliability of the past estimates of the management.
Based on the procedures performed, it is concluded that the management’sassessment of the outcome of pending litigations and claims is appropriate.
Furthermore, the appropriateness of the disclosures made in Note No. 40tothe financial statements was assessed.
Management judgment is required to establish the carrying value of inventoryparticularly in relation to determining the appropriate level of provisions inrelation to obsolete and Surplus items.
The judgment reflects that inventory is held to support Company’soperations which results in the Company holding inventory for extendedperiods before utilization.
Audit procedures include testing the inventory provisions, we assessedthe management control and estimation of inventory provisions and theirappropriateness. The future salability of inventory was assessed based onpast track records.
As described in Note No.2(B)to the financial statements, the Company hasadopted Ind AS 116 - Leases (Ind AS 116). The application to this accountingstandard is complex and is an area of focus in our audit.
Ind AS 116 introduces a new lease accounting model, wherein lessees arerequired to recognize a right-of-use (ROU) asset and a lease liability arisingfrom a lease on the balance sheet. The lease liabilities are initially measuredby discounting future lease payments during the lease term as per thecontract/ arrangement. Adoption of the standard involves significantjudgements and estimates including, determination of the discount ratesand the lease term. Refer Note No. 2(B)& 1.23 to the financial statements.
Our audit procedures on adoption of Ind AS 116 include:
• Assessed and tested new processes and controls in respect of thelease accounting standard (Ind AS 116).
• Assessed the Company’s evaluation on the identification of leasesbased on the contractual agreements and our knowledge of thebusiness;
• Evaluated the reasonableness of the discount rates applied indetermining the lease liabilities.
On a statistical sample, we performed the following procedures:
• Assessed the key terms and conditions of each lease with the underlyinglease contracts; and
• Evaluated computation of lease liabilities and challenged the keyestimates such as, discount rates and the lease term.
• Assessed and tested the presentation and disclosures relating to IndAS 116 including, disclosures.
Information Other than the Standalone Financial Statements and Auditors’Report Thereon
The Company’s management and Board of Directors are responsible for theother information. The other information comprises the information included inthe Company’s Annual Reportbut does not include the Standalone FinancialStatements and our report thereon.
Our opinion on the Standalone Financial Statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.
In connection with our audit of the StandaloneFinancial Statements, ourresponsibility is to read the other information and, in doing so, consider whetherthe other information is materially inconsistent with the Standalone FinancialStatements or our knowledge obtained in the audit or otherwise appears to bematerially misstated.
If, based on the work we have performed, we conclude that there is a materialmisstatement of this other information, we are required to report that fact. Wehave nothing to report in this regard.
The Company’s Board of Directors is responsible for the matters stated in section134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation ofthese Standalone Financial Statements that give a true and fair view of thefinancial position, financial performance, total comprehensive loss, changes inequity and cash flows of the Company in accordance withthe accounting principlesgenerally accepted in India, including the accounting Standards specified undersection 133 of the Act, read with the rule 3 of the Companies (Indian AccountingStandards) Rules, 2015 as amended.
This responsibility also includes maintenance of adequate accounting recordsin accordance with the provisions of the Act for safeguarding of the assets of theCompany and for preventing and detecting frauds and other irregularities;selection and application of appropriate implementation and maintenance ofaccounting policies; making judgments and estimates that are reasonable andprudent; and design, implementation and maintenance of adequate internalfinancial controls, that were operating effectively for ensuring the accuracy andcompleteness of the accounting records, relevant to the preparation andpresentation of the financial statement that give a true and fair view and are freefrom material misstatement, whether due to fraud or error.
In preparing the StandaloneFinancial Statements, management is responsiblefor assessing the Company’s ability to continue 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 Companyor to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the Company’sfinancial reporting process.
Our objectives are to obtain reasonable assurance about whether the StandaloneFinancial Statements as a whole are free from material misstatement, whetherdue to fraud or 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 SAs will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error andare considered material if, individually or in the aggregate, they could reasonablybe expected to influence the economic decisions of users taken on the basis ofthese Standalone FinancialStatements.
As part of an audit in accordance with SAs, we exercise professional judgmentand maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financialstatements, whether due to fraud or error, design and perform auditprocedures responsive to those risks, and obtain audit evidence that issufficient and appropriate to provide a basis for our opinion. The risk ofnot detecting a material misstatement resulting from fraud is higherthan for one resulting from error, as fraud may involve collusion, forgery,intentional omissions, misrepresentations, or the override of internalcontrol.
• Obtain an understanding of internal control relevant to the audit in orderto design audit procedures that are appropriate in the circumstances.Under section 143(3)(i) of the Companies Act, 2013, we are alsoresponsible for expressing our opinion on whether the Company hasadequate internal financial controls system in place and the operatingeffectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and thereasonableness of accounting estimates and related disclosures madeby management.
• Conclude on the appropriateness of management’s use of the goingconcern basis of accounting and, based on the audit evidence obtained,whether a material uncertainty exists related to events or conditionsthat may cast significant doubt on the Company’s ability to continue asa going concern. If we conclude that a material uncertainty exists, weare required to draw attention in our auditor’s report to the relateddisclosures in the Standalone Financial Statements or, if suchdisclosures are inadequate, to modify our opinion. Our conclusions arebased on the audit evidence obtained up to the date of our auditor’sreport. However, future events or conditions may cause the Companyto cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of theStandalone Financial Statements, including the disclosures, and whetherthe Standalone Financial Statements represent the underlyingtransactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the Standalone FinancialStatements 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 andqualitative factors in (i) planning the scope of our audit work and in evaluatingthe 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 othermatters, the planned scope and timing of the audit and significant audit findings,including any significant deficiencies in internal control that we identify duringour audit.
We also provide those charged with governance with a statement that we havecomplied with relevant ethical requirements regarding independence, and tocommunicate with them all relationships and other matters that may reasonablybe thought to bear on our independence, and where applicable, relatedsafeguards.
From the matters communicated with those charged with governance, wedetermine those matters that were of most significance in the audit of theStandalone Financial Statements of the current period and are therefore the keyaudit matters. We describe these matters in our auditor’s report unless law orregulation precludes public disclosure about the matter or when, in extremelyrare circumstances, we determine that a matter should not be communicated inour report because the adverse consequences of doing so would reasonably beexpected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor’s Report) Order, 2020, issued bythe Central Government of India in terms of sub-section (11) of section 143of the Companies Act, 2013, (herein after referred to as the “Order”), andon the basis of such checks of the books and records of the Company aswe considered appropriate and according to the information andexplanations given to us, 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 whichto the best of our knowledge and belief were necessary for the purposes ofouraudit.
(b) In our opinion, proper books of account as required by law have been keptby the Company so far as it appears from our examination of those books.
(c) The Balance Sheet, the Statement of Profit and Loss (including OtherComprehensive Loss), Statement of changes in the equity and the CashFlow Statement dealt with by this Report are in agreement with the booksof account
(d) In our opinion, the aforesaid Standalone Financial Statements comply withthe IND AS specified under Section 133 of the Act, read with Rule 7 of theCompanies (Accounts Standards) Rules, 2014.
(e) On the basis of the written representations received from the directors ason March 31,2025and taken on record by the Board of Directors, none ofthe directors is disqualified as on March 31,2025 from being appointed asa director in terms of Section 164 (2) of theAct.
(f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls,refer to our separate Report in “AnnexureB”.
(g) With respect to the other matters to be included in the Auditors’ Report inaccordance with the requirements ofSection 197(16) of the Act as amended:
In our opinion and to the best of our information and according to theexplanations given to us, the remuneration paid by the Company to itsdirectors during the year is in accordance with the provisions of Section197 of the Act.
(h) With respect to the other matters to be included in the Auditor’s Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014,as amended, 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 itsfinancial position as referred to in Note No. 40to the Standalone FinancialStatements;
ii. The Company has made provision, as required under the applicablelaw or accounting standards, for material foreseeable losses, if any, onlong-term contracts including derivative contracts
iii. There were no amounts required to be transferred to the InvestorEducation and Protection Fund by the Company for the year endedMarch 31,2025.
iv. (a) Management has represented that, to the best of its knowledge andbelief, other than as disclosed in the notes to the accounts, nofunds have been advanced or loaned or invested (either from borrowedfunds or share premium or any other sources or kind of funds) by theCompany to or in any other person(s) or entity(is), including foreignentities (“Intermediaries”), with the understanding, whether recorded inwriting or otherwise, that the Intermediary shall, whether, directly orindirectly lend or invest in other persons or entities identified in anymanner whatsoever by or on behalf of the Company (“UltimateBeneficiaries”) or provide any guarantee, security or the like on behalfof the Ultimate Beneficiaries. (Refer Note.49(L) to the StandaloneFinancial Statements)
(b) Management has represented that, to the best of its knowledge andbelief, other than as disclosed in the notes to the accounts, nofunds have been received by the Company from any person(s) orentity(ies), including foreign entities (“Funding Parties”), with theunderstanding, whether recorded in writing or otherwise, that theCompany shall, whether, directly or indirectly, lend or invest in otherpersons or entities identified in any manner whatsoever by or on behalfof the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee,security or the like on behalf of the Ultimate Beneficiaries (ReferNote.49(M) to the Standalone Financial Statements), and
(c) Based on the audit procedures adopted by us, nothing has come toour notice that has caused us to believe that the representations madeby the Management under sub clause (a) and (b) above, contain anymaterial misstatement.
v. The Company has not declared or paid any Dividend during the year
vi. Based on our examination which included test checks, the Company,in respect of financial year ended March 31, 2025, has used anaccounting software for maintaining its books of account which has afeature of recording audit trail (edit log) facility and the same hasoperated throughout the year for all relevant transactions recorded inthe software. Further, during the course of our audit we didnot comeacross any instance of the audit trailfeature being tampered with andthe audit trailhas been preserved by the Company as per thestatutoryrequirements for record retention.
For SRSV & Associates
Chartered Accountants
Firm Regn. No. 015041S
R Subburaman
Partner
Membership No.: 020562
UDIN:25020562BNUKHW6053
Place : ChennaiDate : May 27, 2025