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AUDITOR'S REPORT

Ishan Dyes and Chemicals Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 158.44 Cr. P/BV 1.13 Book Value (₹) 53.69
52 Week High/Low (₹) 83/36 FV/ML 10/1 P/E(X) 146.05
Bookclosure 30/09/2024 EPS (₹) 0.42 Div Yield (%) 0.00
Year End :2025-03 

We have audited the Standalone Ind AS financial statements of ISHAN DYES & CHEMICALS LIMITED (“the
Company”), which comprise the Standalone Ind AS Balance Sheet as at March 31, 2025, the Standalone Ind AS
statement of Profit and Loss (including other comprehensive income), the Standalone Ind AS statement of Cash Flow,
the Standalone Ind AS statement of changes in equity for the year then ended, and notes to the Standalone Ind AS
financial statements, including a summary of significant accounting policies and other explanatory information
(hereinafter referred to as “ the Standalone Ind AS financial statements”).

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 accounting principles generally accepted in
India, of the state of affairs of the Company as at March 31, 2025 and its profit and total comprehensive income,
changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act
(SAs). Our responsibilities under those Standards are further described in the
Auditor’s Responsibilities for the Audit
of the Standalone Ind
AS 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 ethical requirements
that are relevant to our audit of the Standalone Ind AS financial statements under the provisions of the Companies
Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion on the Standalone Ind AS 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 Ind AS Financial Statements of the current period. These matters were addressed in the context of our
audit of the Standalone Ind AS 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

RESPONSE TO KEY AUDIT MATTER

Financials Asset - Loans - Refer note no. 10 and 11
Standalone Ind AS Financial Statement
(Advances recoverable from related party) -

The company has extended interest bearing advance of Rs.
867.25 Lacs to Cluster Enviro Private Limited which is the
group company.

Our procedures included and were not limited to
the following:

a. Reviewed the fair valuation of the
business of Cluster Enviro Pvt. Ltd. on
the basis of independent valuation
report provided by the management of
the Company along with management
representations

b. Assessed and tested the valuation
methodology and assumptions used by
Registered Valuer

c. Reviewed the assumptions around the

cash flow forecast of Cluster Enviro Pvt.
Ltd.

d.

Obtained explanation from
management regarding strategic
nature of the loan given

e.

Reviewed the communications made
and received from the regulatory
authorities in relation to the restarting
of the TSDF facility of Cluster Enviro
Pvt. Ltd.

f.

Assessed the present status of the
Cluster Enviro Pvt. Ltd. along with
potential changes in key variables as
compared to the previous years to
evaluate the inputs and assumptions
used for the recoverability of the said
advances also the fair value of the said
advances is significantly influenced by
the expected pattern of future benefits
of the tangible assets of Cluster Enviro
Pvt. Ltd.

Accordingly it has been considered as a
key audit matter.

Financials Asset - Loans - Refer note no. 2.1 of
Standalone Ind AS Financial Statement
(Capital work-in-progress) -

The Company has been undertaking a major project for
setting up a Sulphuric Acid manufacturing facility for the
last two years. The cumulative capital work-in-progress
(CWIP) outstanding was ^2,913.04 Lakhs as at 31st March
2024, which has increased to ^7,097.12 Lakhs as at 31st
March 2025.

This project is a significant investment for the Company and
represents a major strategic initiative. The accounting and
presentation of expenditure incurred on the project
involves management judgment regarding classification
between capital and revenue expenditure, allocation of
directly attributable costs, and assessment of recoverability
of the carrying value. Given the size of the balance and its
importance to the future operations of the Company, this
area was considered to be a key audit matter.

Our audit procedures included, but were not
limited to, the following:

• Obtained an understanding of the
project, its status of execution, funding
arrangements, and management's
plans for commissioning.

• Evaluated the Company's accounting
policies with respect to capitalization of
costs in accordance with Ind AS 16
Property, Plant and Equipment.

• Verified, on a sample basis, the
underlying supporting documents such
as supplier invoices, work orders,
contracts, and payment records to test
whether the costs capitalized are
directly attributable to the project.

• Assessed management's process of
identification and segregation of
indirect / administrative expenses not
eligible for capitalization.

• Reviewed the progress reports,
approvals from regulatory authorities,
and correspondence with vendors /
contractors to assess the stage of
completion.

• Evaluated the adequacy of disclosures
in the financial statements relating to
the capital work-in-progress and project
status.

Based on the above procedures, we found the
capitalization of costs and the related
disclosures to be reasonable.

Information Other than the Standalone Ind AS Financial Statements and Auditor's Report Thereon

The Company's management and the Board of Directors are responsible for the other information. The other
information comprises the information included in the company's annual report, but does not include the Standalone
Ind AS financial statements and our auditor's report thereon. The Annual report is expected to be made available to
us after the date of this auditors report.

Our opinion on the Standalone Ind AS financial statements does not cover the other information and we do not express
any form of assurance conclusion thereon.

In connection with our audit of the Standalone Ind AS financial statements, our responsibility is to read the other
information identified above when it becomes available and, in doing so, consider whether the other information is
materially inconsistent with the Standalone Ind AS financial statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated. When we read the annual report, if we conclude that there is material
misstatement therein, we are required to communicate the matter to those charged with governance and take
necessary actions, as applicable under the relevant laws and regulations.

Management’s and the Board of Director's Responsibility for the Standalone Ind AS Financial Statements

The Company's Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act,
2013 (“the Act”) with respect to the preparation of these Standalone Ind AS Financial Statements that give a true and
fair view of the state of affairs, profit and other comprehensive income, changes in equity and cash flows of the
Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting
Standards (Ind AS) specified under Section 133 of the Act. This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding 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; 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 Standalone Ind AS
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 Ind AS financial statements, the Management and the Board of Directors are 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 the Board of Directors either intends to liquidate the
Company or to cease operations, or has no realistic alternate but to do so.

The Board of Directors is also responsible for overseeing the Company's financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Ind AS Financial Statements

Our objectives are to obtain reasonable assurance about whether the Standalone Ind AS 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 concluded
in accordance with 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 aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these
Standalone Ind AS financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism
throughout the audit. We also:

• Identify and assess the risks of material misstatement of the Standalone Ind AS 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
a material 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.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances. Under section 143 (3) (i) of the Act, we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls with reference to
Standalone Ind AS 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 disclosures made by Management and the Board of Directors.

• Conclude on the appropriateness of Management and the Board of Directors use of the going concern basis
of accounting 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 are required to draw attention in our auditor's report
to the related disclosures in the Standalone Ind AS financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date
of our auditor's report.

However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the Standalone Ind AS financial statements,
including the disclosures, and whether the Standalone Ind AS financial statements represent the underlying
transactions and 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 audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical
requirements regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most
significance in the audit of the Standalone Ind AS financial statements of the current year and are therefore 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 would reasonably be expected to outweigh the public
interest benefits of such communication.

Report on Other Legal & Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order, 2020 (“the Order”) issued by the Central
Government of India in terms of sub-section (11) of section 143 of the Act, we give in the “Annexure A” a
statement 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 that: -

a We have sought and obtained all the information and explanations, which to the best of our knowledge
and belief were necessary for the purpose of our audit;

b. In our opinion, proper books of accounts as required by law have been kept by the Company so far as
appears from our examination of those books;

c the Standalone Ind AS balance sheet, the Standalone Ind AS statement of profit and loss (including other
comprehensive income), the Standalone Ind AS statement of changes in equity and the Standalone Ind
AS statement of Cash Flow dealt with by this Report are in agreement with the books of account;

d in our opinion, the aforesaid Standalone Ind AS Financial Statements comply with the Ind AS specified
under section 133 of the Act, read with relevant rule issued thereunder;

e. On the basis of written representation received from the directors, as at 31st March 2025 and taken on
record by the Board of Directors, we report that none of the directors is disqualified as on 31st March
2025 from being appointed as a director in terms of Section 164(2) of the Companies Act 2013;

f With respect to the adequacy of the internal financial controls with reference to financial statements of
the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure
B”.

g 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:

a. Details of pending litigation is provided in Note 39 forming part of audited financial
statement;

b. The Company did not have any long-term contracts including derivative contracts for
which there were any material foreseeable losses;

c. There were no amounts which were required to be transferred to the Investor Education

and Protection Fund by the Company

d. (i) The Management has represented that, to the best of its knowledge and belief, other
than as disclosed in note 62 to the Standalone Ind AS financial statements, no funds have
been advanced or loaned or invested (either from borrowed funds or share premium or
any other sources or kind of funds) by the Company to or in any other persons or entities,
including foreign entities (“Intermediaries”), with the understanding, whether recorded in
writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in
other persons or entities identified in any manner whatsoever (“Ultimate Beneficiaries”)
by or on behalf of the company or provide any guarantee, security or the like on behalf of
the Ultimate Beneficiaries.

(ii) The Management has represented that, to the best of its knowledge and belief, other than
as disclosed in note 63 to the Standalone Ind AS financial statements, no funds have been
received by the Company from any persons or entities, including foreign entities (“Funding
Parties”), with the understanding, whether recorded in writing or otherwise, that the
Company shall directly or indirectly, lend or invest in other persons or entities identified in
any manner whatsoever (“Ultimate Beneficiaries”) by or on behalf of the Funding Parties or
provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(iii) Based on such audit procedures as considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to

believe that the representations under sub-clause (i) and (ii) of Rule 11(e) contain any
material mis-statement.

e. During the year, the Company has neither declared nor paid any dividend hence it is not
applicable.

f. Based on our examination, which included test checks, the Company has used accounting
software for maintaining its books of account for the financial year ended March 31, 2025,
which has a feature of recording audit trail (edit log) facility and the same has operated
throughout the year for all relevant transactions recorded in the software except inventory
records which is maintained manually due to limitation of accounting software attributable
to complex nature of manufacturing process of the company. Further, during the course of
our audit we did not come across any instance of the audit trail feature being tampered
with.

Further, where audit trail (edit log) facility was enabled and operated throughout the year
for the accounting software, we did not come across any instance of the audit trail feature
being tampered with. Additionally, where audit trail (edit log) facility was enabled and

operated in the previous year, the audit trail has been preserved by the Company as per
the statutory requirements for record retention.

3. With respect to the matter to be included in the Auditor's Report under Section 197(16) of the Act:

In our opinion and according to the information and explanations given to us, the remuneration paid/payable by the
Company to its directors during the current year is in accordance with the provisions of Section 197 of the Act. The
remuneration paid to any director is not in excess of the limit laid down under Section 197 of the Act. The Ministry of
Corporate Affairs has not prescribed other details under Section 197(16) of the Act which are required to be
commented upon by us.

For A R Sulakhe & Co. Chartered Accountants

FRN No. : 110540W
Sd/- Jyoti Jain
M. No.:178761
UDIN: 25178761BMOBZX9978

Date: 28th May, 2025
Place: Ahmedabad

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