1. We have audited the accompanying Standalone financial statements of Globe
International Carriers Ltd (“the Company”), which comprise the Standalone BalanceSheet as at March 31, 2025, the Standalone Statement of Profit and Loss
and Standalone Cash Flow Statement for the year then ended, and notes to thefinancial statements, including a summary of significant accounting policies and otherexplanatory information ( hereinafter referred to as “the standalone financialstatement’’)
2. In our opinion and to the best of our information and according to the explanations givento us, the aforesaid Standalone financial statements give the information required by theAct in the manner so required and give a true and fair view in conformity with theaccounting principles generally accepted in India, of the state of affairs of the Companyas at March 31, 2025, the profit/loss 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 issued by the Institute ofChartered Accountants of India and/or specified under section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the Auditor’s Responsibilities forthe Audit of the Standalone Financial Statements section of our report. We are independent ofthe Company in accordance with the Code of Ethics issued by the Institute of CharteredAccountants of India (ICAI) together with the independence requirements that are relevant toour audit of the standalone financial statements under the provisions of the Act and the Rulesmade there under, and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the ICAI’s Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our audit opinion on the standalonefinancial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of mostsignificance in our audit of the standalone financial statements of the current period. Thesematters were addressed in the context of our audit of the standalone financial statements as awhole, and in forming our opinion thereon, and we do not provide a separate opinion on thesematters.
I. Contingent Liabilities
The Company has significant tax and other litigations against it. There is a high level ofjudgement required in estimating the level of provisioning required and appropriatenessof disclosure of those litigations as contingent liabilities.
Refer to Note 30 - “Contingent Liabilities” of the standalone financial statement.
II. Bad Debts/Unrecoverable Advances
The Company management has decided to write-off non-recoverable debtors andadvances during the Year by Rs.0.77/- Lakhs including non-recoverable amount ofadvances.
Refer to Note 25 - “Other Expenses” of the standalone financial statement.
III. Advance Against Land
The Company has made an advance of Rs.1020.00 Lakhs to Mr. Khyat Prakash Shah forpurchase of Land for construction of Ware House to expand the business and Rs. 100Lakhs to M/s VIQBETRO FITNESS EQUIPMENTS PVT LTD till end of FY 2024-25, but noregistered agreement executed for the same. We advised to make agreement now andregister the same on immediate basis.
IV. Right Issue
In order to fund the margin money for various capex proposals, The company issued RightIssue of 48,23,640 Equity Shares with a face value of Rs. 10 each for cash at a price of Rs.49.50 (including a share premium of Rs. 39.50 per Equity Share) per Equity Shareaggregating up to Rs. 2,387.70 Lakhs on a rights basis to Eligible Shareholders in the ratioof 6 (Six) Rights Equity Shares for every 25 (Twenty-Five) fully paid-up Equity Share heldon the Record Date i.e. 22nd September, 2023. The issue was successfully completed inFY 2023-24. The purpose of issue has been partly altered in EGM held on 19th March,2025.
Refer to Note 3 - “Share Capital” of the standalone financial statement.
V. Authorised Share Capital
The company have increased the authorised share capital from Rs.2500 Lakhs to Rs.3000Lakhs during FY 2024-25.
VI. Proposed Dividend
The Board of Directors of the Company have not proposed any Dividend for the yearended 31st March, 2025.
Refer to Note 31 - “Dividend” of the standalone financial statement.
VII. ACQUISITION OF 40,80,000 EQUITY SHARES OF M/S. GOVIND KRIPA INFRATECHPRIVATE LIMITED (“GKIT”)
The board has approved in board meeting held on 24th April, 2025, the acquisition of40,80,000 equity shares, representing 51% of the equity shareholding in M/s. Govind KripaInfratech Private Limited ("GKIT") for a total purchase consideration of ? 29,43,31,200/-(Rupees Twenty-Nine Crores Forty Three Lakh Thirty One Thousand Two Hundred Only)at a price of ? 72.14/- (Rupees Seventy Two and Fourteen Paise Only) per equity share.And in consideration of the above acquisition, the consent of the Company be and ishereby accorded for the issuance and allotment of up to 30,69,148 (Thirty Lakhs SixtyNine Thousand One Hundred and Forty Eight) fully paid-up equity shares of the Companyhaving a face value of ?10/- (Rupees Ten Only) each at a price of ? 95.90 (Rupees NinetyFive and Ninety paisa Only) per equity share (including a premium of Rs. 85.90/- pershare), to the shareholder of GKIT by way of share swap, thereby discharging the entirepurchase consideration for the acquisition of GKIT
How our audit addressed the key audit matter
For legal, regulatory and tax matters our procedures included examining external legalopinions obtained by management; meeting with regional and local management andexamining relevant Group correspondence; discussing litigations with the Company’slegal counsel and tax head; assessing management’s conclusions through understandingprecedents set in similar cases; and circularization, where appropriate, of confirmationsto third party legal representatives regarding certain material cases.
In light of the above, we examined the level of provisions recorded and assessed theadequacy of disclosures in Standalone financial statements.
Information Other than the Standalone Financial Statements and Auditor’s Report Thereon
The Company’s Board of Directors is responsible for the preparation of the other information.The other information comprises the information included in the Management Discussion andAnalysis, Board’s Report including Annexures to Board’s Report, Business Responsibility Report,Corporate Governance and Shareholder’s Information, but does not include the standalonefinancial statements and our auditor’s report thereon.
Our opinion on the standalone financial statements does not cover the other information and wedo not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to readthe other information and, in doing so, consider whether the other information is materiallyinconsistent with the standalone financial statements or our knowledge obtained during thecourse of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement ofthis other information, we are required to report that fact. We have nothing to report in thisregard.
Management’s Responsibility for the Standalone Financial Statements
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of theCompanies Act, 2013 (“the Act”) with respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position, financial performance, andcash flows of the Company in accordance with the accounting principles generally accepted inIndia, including the accounting Standards specified under section 133 of the Act. Thisresponsibility also includes maintenance of adequate accounting records in accordance with theprovisions of the Act for safeguarding of the assets of the Company and for preventing anddetecting frauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and design,implementation and maintenance of adequate internal financial controls, that were operatingeffectively for ensuring the accuracy and completeness of the accounting records, relevant tothe preparation and presentation of the financial statement that give a true and fair view andare free from material misstatement, whether due to fraud or error. In preparing the financialstatements, management is responsible for assessing the Company’s ability to continue as agoing concern, disclosing, as applicable, matters related to going concern and using the goingconcern basis of accounting unless management either intends to liquidate the Company or tocease operations, or has no realistic alternative but to do so.
The Board of Directors are responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone financialstatements as a whole are free from material misstatement, whether due to fraud or error, andto issue an auditor’s report that includes our opinion. Reasonable assurance is a high level ofassurance, but is not a guarantee that an audit conducted in accordance with SAs will alwaysdetect a material misstatement when it exists. Misstatements can arise from fraud or error andare considered material if, individually or in the aggregate, they could reasonably be expectedto influence the economic decisions of users taken on the basis of these standalone financialstatements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintainprofessional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the standalone financialstatements, whether due to fraud or error, design and perform audit proceduresresponsive to those risks, and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error, as fraud may involvecollusion, forgery, intentional omissions, misrepresentations, or the override of internalcontrol.
• Obtain an understanding of internal financial controls relevant to the audit in order todesign audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act, we are also responsible for expressing our opinion on whether thecompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness ofaccounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis ofaccounting and, based on the audit evidence obtained, whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company’sability 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 thestandalone financial statements or, if such disclosures are inadequate, to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor’s report. However, future events or conditions may cause the Company to ceaseto continue as a going concern.
• Evaluate the overall presentation, structure and content of the standalone financialstatements, including the disclosures, and whether the standalone financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.
Materiality is the magnitude of misstatements in the standalone financial statements that,individually or in aggregate, makes it probable that the economic decisions of a reasonablyknowledgeable user of the financial statements may be influenced. We consider quantitativemateriality and qualitative 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 identified misstatements in thefinancial statements.
We communicate with those charged with governance regarding, among other matters, theplanned scope and timing of the audit 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 statement that we have complied withrelevant ethical requirements regarding independence, and to communicate with them allrelationships 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 thosematters that were of most significance in the audit of the standalone financial statements of thecurrent period and are therefore the key audit matters. We describe these matters in ourauditor’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 inour 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
As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by theCentral Government of India in terms of sub-section (11) of section 143 of the Companies Act,2013, we give in the “Annexure A “a statement on the matters specified in paragraphs 3 and 4of the Order, to the extent applicable.
As required by Section 143(3) of the Act, based on our audit we report that:
a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit.
b) In our opinion, proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss and Cash Flow Statement dealtwith by this Report are in agreement with the relevant books of account.
d) In our opinion, the aforesaid standalone financial statements comply with theAccounting Standard specified under Section 133 of the Act, read with Rule 7 of theCompanies Accounts) Rules, 2014 as amended.
e) On the basis of the written representations received from the directors as on March31, 2025 taken on record by the Board of Directors, none of the directors isdisqualified as on March 31, 2025 from being appointed as a director in terms ofSection 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls, refer toour separate Report in “Annexure B”. Our report expresses an unmodified opinionon the adequacy and operating effectiveness of the Company’s internal financialcontrols over financial reporting.
g) With respect to the other matters to be included in the Auditor’s Report inaccordance with the requirements of section 197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanationsgiven to us, the remuneration paid by the Company to its directors during the year isin accordance with the provisions of section 197 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, asamended in our opinion and to the best of our information and according to theexplanations given to us:
i. The Company has disclosed the impact of pending litigations on its financialposition in its standalone financial statements.
ii. The Company has made provision, as required under the applicable law oraccounting standards, for material foreseeable losses, if any, on long-termcontracts including derivative contracts.
iii. There has been no delay in transferring amounts, required to be transferred,to the Investor Education and Protection Fund by the Company.
iv. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules,2014 is applicable from 1 April 2023.
Based on our examination which included test checks, the company have usedan accounting software for maintaining its books of account which has afeature of recording audit trail (edit log) facility and the same has operatedthroughout the year for all relevant transactions recorded in the software.Further, during the course of our audit, we did not come across any instanceof audit trail feature being tampered with.
For Gourisaria Goyal & Co.
Chartered AccountantFRN 016681CSd/-
(CA Sandeep K Agrawal)
PartnerM. No. 417193
Place: Jaipur
Date: May 21, 2025
UDIN: 25417193BMOGIE1542