1. We have audited the accompanying financial statements of Cantabil Retail India Limited ('the Company’), which comprise the BalanceSheet as at 31 March 2026, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flows andthe Statement of Changes in Equity for the year then ended, and notes to the financial statements, including material accounting policyinformation and other explanatory information.
2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give theinformation required by the Companies Act, 201 3 ('the Act’) in the manner so required and give a true and fair view in conformity with theIndian Accounting Standards (’Ind AS’) specified under section 133 of the Act read with the Companies (Indian Accounting Standards)Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2026, andits profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.
BASIS FOR OPINION
3. We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilitiesunder those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants ofIndia ('ICAI') together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of theAct and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Codeof Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
KEY AUDIT MATTER
4. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statementsof 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 separate opinion on these matters.
5. We have determined the matter described below to be the key audit matter to be communicated in our report.
Key audit matter
How our audit addressed the key audit matter
Provision for slow moving/non-moving or obsolete inventories
Our audit procedures included, but were not limited to the following:
(Refer note 2.15 to the accompanying financial statements for material
• Understood the management's process of identifying
accounting policy information on inventories and note 11 for details ofinventories as at 31 March 2026).
slow-moving/non-moving or obsolete inventories and NRV
As at 31 March 2026, the total carrying value of inventories amounts
assessment and assessed the appropriateness of Company's
to 529,502.16 lakhs (after considering provision for slow moving/non-
accounting policy for provision for inventories in accordance with
moving or obsolete inventories of 51,670.70 lakhs), which representssignificant portion of the total assets of the Company. Such inventories
Ind AS 2 'Inventories’.
are stored at various locations and carried at cost or net realizable value,
• Evaluated design and tested the operating effectiveness of
whichever is lower.
key controls over identification of slow moving/non-moving
At the end of each reporting period, management of the Company
or obsolete inventories and provision for inventory and
assesses whether there is adequate provision for inventories on accountof lower net realizable value (“NRV”) and for slow moving/non-moving or
NRV assessment;
obsolete inventories.
• Evaluated the management's assessment for estimating net
The Company makes such provisions, based on the analysis of inventories,
realizable value by comparing carrying value of such inventories
age of the inventories, past experience, current trend, future demand andsale forecasts, depending upon the category of goods, which involves
with subsequent and recent selling prices on sample basis;
significant judgements and estimates.
• Evaluated the adequacy of provision for inventories by performingan independent age-wise analysis of the inventories items andre-performing the calculation of the inventories provision as perthe policy of the Company;
Owing to significance of carrying amount of inventories and significant
• Tested inventories ageing obtained through system reports,
management judgements and estimates involved, we have consideredthis matter as key audit matter for the current year audit.
where applicable;
• Evaluated the reasonableness of assumptions and estimatesincluding age of the product, past experience, current trend,future expectations used by the management while determiningprovision for slow moving/non-moving or obsolete inventories;
• Compared the methodology used to calculate the inventoriesprovision and its consistency with prior periods and obtained anexplanation from management for variances, if any;
• Obtained written representations from management on thecompleteness and adequacy of inventories provision as at theyear ended 31 March 2026; and
• Evaluated the adequacy and appropriateness of the relateddisclosures made in the financial statements in accordance withthe requirements of applicable accounting standards.
INFORMATION OTHER THAN THE FINANCIAL STATEMENTS AND AUDITOR’S REPORT THEREON
6. The Company's Board of Directors are responsible for the other information. The other information comprises the information includedin the Annual Report but does not include the financial statements and our auditor's report thereon. The Annual Report is expected to bemade available to us after the date of this auditor's report.
Our opinion on the financial statements does not cover the other information and we will not express any form of assuranceconclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information identified above when itbecomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements orour knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matterto those charged with governance.
RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE FINANCIAL STATEMENTS
7. The accompanying financial statements have been approved by the Company's Board of Directors. The Company's Board of Directorsare responsible for the matters stated in section 1 34(5) of the Act with respect to the preparation and presentation of these financialstatements that give a true and fair view of the financial position, financial performance including other comprehensive income, changesin equity and cash flows of the Company in accordance with the Ind AS specified under section 133 of the Act and other accountingprinciples generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities;selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; anddesign, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracyand completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a trueand fair view and are free from material misstatement, whether due to fraud or error.
8. I n preparing the financial statements, the Board of Directors is responsible for assessing the Company's ability to continue as a goingconcern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Boardof Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
9. The Board of Directors is also responsible for overseeing the Company's financial reporting process.
AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS
1 0. Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,whether due 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 that an audit conducted in accordance with Standards on Auditing will always detect a material misstatement whenit exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonablybe expected to influence the economic decisions of users taken on the basis of these financial statements.
11. As part of an audit in accordance with Standards on Auditing, specified under section 143(10) of the Act we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and performaudit 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 a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involvecollusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in thecircumstances. Under section 143 (3) (i) of the Act we are also responsible for expressing our opinion on whether the Company hasadequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls};
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosuresmade by management;
• Conclude on the appropriateness of Board of Directors’ use of the going concern basis of accounting and, based on the audit evidenceobtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's abilityto continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's reportto the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusionsare based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause theCompany to cease to continue as a going concern; and
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether thefinancial statements represent the underlying transactions and events in a manner that achieves fair presentation.
12. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit andsignificant audit findings, including any significant deficiencies in internal control that we identify during our audit.
13. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regardingindependence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.
14. From the matters communicated with those charged with governance, we determine those matters that were of most significance in theaudit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor'sreport unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine thata matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
15. As required by section 197(16) of the Act, based on our audit, we report that the Company has paid remuneration to its directors duringthe year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.
16. As required by the Companies (Auditor's Report) Order, 2020 ('the Order’) issued by the Central Government of India in terms ofsection 143(11) of the Act we give in the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order, to theextent applicable.
1 7. Further to our comments in Annexure I, as required by section 143(3) of the Act based on our audit, we report, to the extent applicable, that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessaryfor the purpose of our audit of the accompanying financial statements;
b) Except for the matters stated in paragraph 1 7 (h) (vi) below on reporting under Rule 11 (g) of the Companies (Audit and Auditors)Rules, 2014 (as amended), 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 financial statements dealt with by this report are in agreement with the books of account;
d) In our opinion, the aforesaid financial statements comply with Ind AS specified under section 133 of the Act;
e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of thedirectors is disqualified as on 31 March 2026 from being appointed as a director in terms of section 164(2) of the Act;
f) The qualification relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph1 7 (b) above on reporting under section 143 (3) (b) of the Act and paragraph 1 7 (h) (vi) below on reporting under Rule 11 (g) of theCompanies (Audit and Auditors) Rules, 2014 (as amended);
g) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company as on 31 March2026 and the operating effectiveness of such controls, refer to our separate report in Annexure II wherein we have expressed anunmodified opinion; and
h) With respect to the other matters to be included in the Auditor's Report in accordance with rule 11 of the Companies (Audit andAuditors) Rules, 2014 (as amended), in our opinion and to the best of our information and according to the explanations given to us:
i. the Company, as detailed in note 59(a) to the financial statements, has disclosed the impact of pending litigations on its financialposition as at 31 March 2026;
ii. the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeablelosses as at 31 March 2026;
iii. there were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Companyduring the year ended 31 March 2026;
iv. a. The management has represented that, to the best of its knowledge and belief, as disclosed in note 64(e) to the financial
statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium orany other sources or kind of funds) by the Company to or in any person(s) or entity(ies), including foreign entities ('theintermediaries’), with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether,directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of theCompany ('the Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;
b. The management has represented that, to the best of its knowledge and belief, as disclosed in note 64(f) to the financialstatements, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities('the Funding Parties’), with the understanding, whether recorded in writing or otherwise, that the Company shall,whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or onbehalf of the Funding Party ('Ultimate Beneficiaries’) or provide any guarantee, security or the like on behalf of the UltimateBeneficiaries; and
c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing hascome to our notice that has caused us to believe that the management representations under sub-clauses iv(a) and iv(b)above contain any material misstatement.
v. The interim dividend declared and paid by the Company during the year ended 31 March 2026 and until the date of this auditreport is in compliance with section 123 of the Act.
vi. As stated in note 64(o) to the financial statements and based on our examination which included test checks, the Company,in respect of financial year commencing on 1 April 2025, has used an accounting software for maintaining its books of accountwhich have a feature of recording audit trail (edit log) facility and the same have been operated throughout the year for allrelevant transactions recorded in the software except that the audit trail feature was not enabled at the database level foraccounting software to log any direct data changes, used for maintenance of all accounting records by the Company. Further,during the course of our audit we did not come across any instance of audit trail feature being tampered with and the audittrail has been preserved by the Company as per the statutory requirements for record retention, other than the consequentialimpact of the exception given above.
For Walker Chandiok & Co LLP
Chartered Accountants
Firm’s Registration No.: 001076N/N500013
Kartik Gogia
Partner
Membership No.: 512371
UDIN: 26512371ZGECWT6717
Place: New Delhi
Date: 18 May 2026