We have audited the standalone financial statements of AllcargoGati Limited ("the Company”), which comprise the Balance sheetas at March 31 2025, the Statement of Profit and Loss, includingthe statement of Other Comprehensive Income, the Cash FlowStatement and the Statement of Changes in Equity for the yearthen ended, and notes to the standalone financial statements,including a summary of material accounting policies and otherexplanatory information.
In our opinion and to the best of our information and according tothe explanations given to us, the aforesaid standalone financialstatements give the information required by the CompaniesAct, 2013, as amended ("the Act”) in the manner so requiredand give a true and fair view in conformity with the accountingprinciples generally accepted in India, of the state of affairs ofthe Company as at March 31, 2025, its profit including othercomprehensive income, its cash flows and the changes in equityfor the year ended on that date.
We conducted our audit of the standalone financial statementsin accordance with the Standards on Auditing (SAs), as specifiedunder section 143(10) of the Act. Our responsibilities under thoseStandards are further described in the 'Auditor’s Responsibilitiesfor the Audit of the Standalone Financial Statements’ section ofour report. We are independent of the Company in accordancewith the 'Code of Ethics’ issued by the Institute of CharteredAccountants of India together with the ethical requirementsthat are relevant to our audit of the financial statements underthe provisions of the Act and the Rules thereunder, and we havefulfilled our other ethical responsibilities in accordance with
these requirements and the Code of Ethics. We believe that theaudit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the standalone financialstatements.
We draw attention to Note 56 to the accompanying FinancialStatements, which describes the Search operation by theIncome tax Authorities at various premises of the Company, itssubsidiary and one of its key managerial personnel. Our opinionis not modified in respect of this matter.
Key audit matters are those matters that, in our professionaljudgment, were of most significance in our audit of thestandalone financial statements for the financial year endedMarch 31, 2025. These matters were addressed in the contextof our audit of the standalone financial statements as a whole,and in forming our opinion thereon, and we do not provide aseparate opinion on these matters. For each matter below, ourdescription of how our audit addressed the matter is providedin that context.
We have determined the matters described below to be the keyaudit matters to be communicated in our report. We have fulfilledthe responsibilities described in the Auditor’s responsibilitiesfor the audit of the standalone financial statements section ofour report, including in relation to these matters. Accordingly,our audit included the performance of procedures designed torespond to our assessment of the risks of material misstatementof the standalone financial statements. The results of our auditprocedures, including the procedures performed to address thematters below, provide the basis for our audit opinion on theaccompanying standalone financial statements.
Key audit matters
How our audit addressed the key audit matter
Impairment of investment in subsidiary (as described in Note 4 of the Standalone Financial Statements)
The Company has investment of Rs 55,255 Lakhs in equity
Our audit procedures among other things included the following:
shares of Gati Express and Supply Chain Private Limited
• We obtained an understanding of the Company’s processes and
('GESCPL’), subsidiary.
policies with respect to assessment of impairment, evaluated the
Management has assessed and determined the
design and tested the operating effectiveness of such controls.
recoverable amount for the investments made based on
• We obtained and assessed the cash flow forecasts and evaluated the
judgments and key assumptions relating to identification
key assumptions and estimates used by Management in preparing
of impairment indicators, revenue growth, operating
these forecasts by comparing them with factors such as historical
margin, forecasts of future cashflows and discount rates
financial information and performing inquiries with Management.
applied to such cash flows.
• We assessed objectivity and independence of external specialist
We considered this as key audit matter because the
engaged by the management for evaluation of recoverable value.
assumptions on which the tests are based are highly
We obtained and read the report of external specialist to understand
judgmental and are affected by future market and economic
the work performed on testing of key assumptions and estimates
conditions which are inherently uncertain and because of
and their outcome of testing.
the materiality of the balances to the Standalone Financial
• We involved our subject matter experts to assist in evaluating the
Statements as a whole.
valuation methodology, identifying and testing key assumptionsand estimates and performing comparative calculations to test thereasonableness of key assumptions used in preparing the cash flowforecasts.
• We also assessed the recoverable value by performing sensitivitytesting of key assumptions used.
• We tested the arithmetical accuracy of the calculations andassessed the accounting treatment applied.
We have determined that there are no other key audit matters tocommunicate in our report
The Company’s Board of Directors is responsible for the otherinformation. The other information comprises the informationincluded in the Annual report, but does not include the standalonefinancial statements and our auditor’s report thereon.
Our opinion on the standalone financial statements does notcover the other information and we do not express any form ofassurance conclusion thereon.
In connection with our audit of the standalone financialstatements, our responsibility is to read the other informationand, in doing so, consider whether such other information ismaterially inconsistent with the financial statements or ourknowledge obtained in the audit or otherwise appears to bematerially misstated. If, based on the work we have performed,we conclude that there is a material misstatement of this otherinformation, we are required to report that fact. We have nothingto report in this regard.
The Company’s Board of Directors is responsible for the mattersstated in section 134(5) of the Act with respect to the preparationof these standalone financial statements that give a true and fairview of the financial position, financial performance includingother comprehensive income, cash flows and changes in equityof the Company in accordance with the accounting principlesgenerally accepted in India, including the Indian AccountingStandards (Ind AS) specified under section 133 of the Act readwith the Companies (Indian Accounting Standards) Rules, 2015,as amended. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisionsof the Act for safeguarding of the assets of the Company andfor preventing and detecting frauds and other irregularities;selection and application of appropriate accounting policies;making judgments and estimates that are reasonable andprudent; and the design, implementation and maintenanceof adequate internal financial controls, that were operatingeffectively for ensuring the accuracy and completeness of theaccounting records, relevant to the preparation and presentationof the standalone financial statements that give a true and fairview and are free from material misstatement, whether due tofraud or error.
In preparing the standalone financial statements, managementis responsible for assessing the Company’s ability to continueas a going concern, disclosing, as applicable, matters related togoing concern and using the going concern basis of accountingunless management either intends to liquidate the Company orto cease operations, or has no realistic alternative but to do so.
The Board of Directors are also responsible for overseeing theCompany’s financial reporting process.
Our objectives are to obtain reasonable assurance aboutwhether the standalone financial statements as a whole arefree 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 SAswill always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are consideredmaterial if, individually or in the aggregate, they could reasonablybe expected to influence the economic decisions of users takenon the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exerciseprofessional judgment and maintain professional skepticismthroughout the audit. We also:
• Identify and assess the risks of material misstatement ofthe standalone financial statements, whether due to fraudor error, design and perform audit procedures responsiveto those risks, and obtain audit evidence that is sufficientand appropriate to provide a basis for our opinion. Therisk of not detecting a material misstatement resultingfrom fraud is higher than for one resulting from error, asfraud may involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant tothe audit in order to design audit procedures that areappropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing ouropinion on whether the Company has adequate internalfinancial controls with reference to financial statementsin place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies usedand the reasonableness of accounting estimates andrelated disclosures made by management.
• Conclude on the appropriateness of management’s use ofthe going concern basis of accounting and, based on theaudit evidence obtained, whether a material uncertaintyexists related to events or conditions that may castsignificant doubt on the Company’s ability to continue asa going concern. If we conclude that a material uncertaintyexists, we are required to draw attention in our auditor’sreport to the related disclosures in the financial statementsor, if such disclosures are inadequate, to modify ouropinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor’s report. However,future events or conditions may cause the Company tocease to continue as a going concern.
• Evaluate the overall presentation, structure and contentof the standalone financial statements, including thedisclosures, and whether the standalone financialstatements represent the underlying transactions andevents in a manner that achieves fair presentation.
We communicate with those charged with governance regarding,among other matters, the planned scope and timing of theaudit and significant audit findings, including any significantdeficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statementthat we have complied with relevant ethical requirementsregarding independence, and to communicate with them allrelationships and other matters that may reasonably be thoughtto bear on our independence, and where applicable, relatedsafeguards.
From the matters communicated with those charged withgovernance, we determine those matters that were of mostsignificance in the audit of the standalone financial statements
for the financial year ended March 31, 2025 and are therefore thekey audit matters. We describe these matters in our auditor’sreport unless law or regulation precludes public disclosureabout the matter or when, in extremely rare circumstances, wedetermine that a matter should not be communicated in ourreport because the adverse consequences of doing so wouldreasonably be expected to outweigh the public interest benefitsof such communication.
1. As required by the Companies (Auditor’s Report) Order,2020 ("the Order”), issued by the Central Government ofIndia in terms of sub-section (11) of section 143 of the Act,we give in the "Annexure 1” a statement on the mattersspecified in paragraphs 3 and 4 of the Order.
2. As required by Section 143(3) of the Act, we report, to theextent applicable, that:
(a) We have sought and obtained all the information andexplanations which to the best of our knowledge andbelief were necessary for the purposes of our audit;
(b) In our opinion, proper books of accountas requiredby law have been kept by the Company so far as itappears from our examination of those books exceptfor the matters stated in the paragraph 2 (h)(vi) belowon reporting under Rule 11(g);
(c) The Balance Sheet, the Statement of Profit and Lossincluding the Statement of Other ComprehensiveIncome, the Cash Flow Statement and Statementof Changes in Equity dealt with by this Report are inagreement with the books of account;
(d) In our opinion, the aforesaid standalone financialstatements comply with the Accounting Standardsspecified under Section 133 of the Act, read withCompanies (Indian Accounting Standards) Rules,2015, as amended;
(e) On the basis of the written representations receivedfrom the directors as on March 31, 2025 taken onrecord by the Board of Directors, none of the directorsis disqualified as on March 31, 2025 from beingappointed as a director in terms of Section 164 (2) ofthe Act;
(f) With respect to the adequacy of the internal financialcontrols with reference to these standalone financialstatements and the operating effectiveness of suchcontrols, refer to our separate Report in "Annexure 2”to this report;
(g) In our opinion, the managerial remuneration for theyear ended March 31, 2025 has been paid / providedby the Company to its directors in accordance withthe provisions of section 197 read with Schedule V tothe Act;
(h) With respect to the other matters to be included inthe Auditor’s Report in accordance with Rule 11 ofthe Companies (Audit and Auditors) Rules, 2014,as amended in our opinion and to the best of ourinformation and according to the explanations givento us:
i. The Company has disclosed the impact ofpending litigations on its financial position inits standalone financial statements - Refer Note34 to the standalone financial statements;
ii. The Company did not have any long-termcontracts including derivative contracts forwhich there were any material foreseeablelosses;
iii. There has been no delay in transferring amounts,required to be transferred, to the InvestorEducation and Protection Fund by the Company.
iv. a) The management has represented that,
to the best of its knowledge and belief,no funds have been advanced or loanedor invested (either from borrowed fundsor share premium or any other sourcesor kind of funds) by the Company to orin any other person or entity, includingforeign entities ("Intermediaries”), withthe understanding, whether recorded inwriting or otherwise, that the Intermediaryshall, whether, directly or indirectly lend orinvest in other persons or entities identifiedin any manner whatsoever by or on behalfof the Company ("Ultimate Beneficiaries”)or provide any guarantee, security or thelike on behalf of the Ultimate Beneficiaries;
b) The management has represented that,to the best of its knowledge and belief, nofunds have been received by the Companyfrom any person or entity, including foreignentities ("Funding Parties”), with theunderstanding, whether recorded in writingor otherwise, that the Company shall,whether, directly or indirectly, lend or investin other persons or entities identified in anymanner whatsoever by or on behalf of theFunding Party ("Ultimate Beneficiaries”) orprovide any guarantee, security or the likeon behalf of the Ultimate Beneficiaries; and
c) Based on such audit procedures performedthat have been considered reasonable andappropriate in the circumstances, nothinghas come to our notice that has caused usto believe that the representations undersub-clause (a) and (b) contain any materialmisstatement.
v. No dividend has been declared or paid duringthe year by the Company.
vi. Based on our examination which included testchecks, the Company has used four accountingsoftware for maintaining its books of accountwhich has a feature of recording audit trail(edit log) facility and the same has operatedthroughout the year for all relevant transactionsrecorded in the software except, as explained innote 53 to the financial statements, in case ofone software audit trail is not enabled for directchanges to data when using certain accessrights. Further, during the course of our audit wedid not come across any instance of audit trail
feature being tampered with. Additionally, theaudit trail has been preserved by the Companyas per the statutory requirements for recordretention.
For S.R. Batliboi & Associates LLP
Chartered AccountantsICAI Firm Registration Number: 101049W/E300004
per Aniket A Sohani
Partner
Chicago, USA Membership Number: 117142
May 15, 2025 UDIN: 25117142BMKVQD6399