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AUDITOR'S REPORT

Rallis India Ltd.

You can view full text of the latest Auditor's Report for the company.
Market Cap. (₹) 4485.62 Cr. P/BV 2.20 Book Value (₹) 105.08
52 Week High/Low (₹) 386/216 FV/ML 1/1 P/E(X) 24.39
Bookclosure 04/06/2026 EPS (₹) 9.46 Div Yield (%) 1.30
Year End :2026-03 

Key Audit Matter

Revenue recognition (adjustment for sales return, rebates, discounts and incentives)
(See Note 3.15.1 and 43 to financial statements)

The key audit matter

How the matter was addressed in our audit

As disclosed in Note 3.15.1 and 43 to the financial statements,
revenue is measured based on transaction price, which is the
consideration, after deduction of estimated sales returns, rebates,
discounts and incentives.

The recognition and measurement of sales returns involves
significant estimates. The estimation is dependent on various
internal and external factors which are based on historical
experience of actual sales returns and adjustment on account of
current market scenario.

The recognition and measurement of rebates, discounts and
incentives involves significant estimates, particularly the expected
level of claims of each of the customers. Assumption of level of
customer wise claims for rebates, discounts and incentives relates
to estimating which of the Company's customers will ultimately be
subject to a related rebate, discount and/ or incentive.

Our audit procedures included following:

• Understanding the process followed by the Company to
determine the amount of accrual of sales returns, rebates,
discounts and incentives;

• Assessing the accounting policies of the Company regarding
accounting for sales returns, rebates, discounts and incentives as
against the criteria given in the accounting standards;

• Evaluating the design and implementation and testing of the
operating effectiveness of the controls over accrual of sales
returns, rebates, discounts and incentive policy / schemes and
its disbursement;

• Performing substantive testing by checking underlying inputs
used for estimating sales return accruals. Performing substantive
testing by selecting samples of rebates, discounts and incentives
recorded during the year as well as period end rebates, discounts
and incentives and matching the parameters used in the
computation with the relevant source documents;

The key audit matter

How the matter was addressed in our audit

Evaluating the assumption of expected returns based on experience
and level of customer wise claims for rebates, discounts and
incentives underlying the estimate of accrual involves challenging
the assumptions. We identified the evaluation of accrual for sales
returns, rebates, discounts and incentives as a key audit matter.

• Checking completeness of accrual of sales returns, rebates,
discounts and incentives by ensuring completeness of the data
inputs used by the Company for accrual of sales returns, rebates,
discounts and incentives;

• Examining historical accrual of sales returns, rebates, discounts
and incentives together with our understanding of current
year developments to form an expectation of the accruals as
at year end and comparing this expectation against the actual
sales return and disbursements of rebates, discounts and
incentives, completing further inquiries and obtaining underlying
documentation, on a sample basis, as appropriate. Further, we
also performed retrospective review to evaluate the precision
with which management makes estimates; and

• Assessed the appropriateness of related disclosures in the
financial statements.

We have audited the financial statements of Rallis India Limited
(the 'Company') which comprise the balance sheet as at March
31, 2026, and the statement of profit and loss (including other
comprehensive income), statement of changes in equity and
statement of cash flows for the year then ended, and notes to the
financial statements, including material accounting policies and
other explanatory information.

In our opinion and to the best of our information and according to
the explanations given to us, the aforesaid financial statements give
the information required by the Companies Act, 2013 ('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, 2026, and its profit and other
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
(SAs) specified under Section 143(10) of the Act. Our responsibilities
under those SAs are further described in the Auditor's Responsibilities
for the Audit of the 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
the ethical requirements that are relevant to our audit of the financial
statements under the provisions of the Act 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 financial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the financial
statements of the current period. These matters were addressed in
the context of our audit of the financial statements as a whole, and
in forming our opinion thereon, and we do not provide a separate
opinion on these matters.

Other Information

The Company's Management and Board of Directors are responsible
for the other information. The other information comprises the
information included in the annual report, but does not include
the financial statements and auditor's report thereon. The annual
report is expected to be made 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 assurance
conclusion thereon.

In connection with our audit of the 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 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 a
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 Board of Directors' Responsibilities for
the Financial Statements

The Company's Management and Board of Directors are responsible
for the matters stated in Section 134(5) of the Act with respect to the
preparation of these financial statements that give a true and fair view
of the state of affairs, profit/ loss 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 of the assets of the Company and for preventing and
detecting frauds and other irregularities; selection and application of
appropriate accounting policies; making judgements 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 financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Management and 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 alternative 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 Financial
Statements

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 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 the aggregate, they could
reasonably be expected to influence the economic decisions of users
taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional
judgement 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
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.

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 person(s) or entity(ies), 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 by or on behalf of the
Company ('Ultimate Beneficiaries') 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, as disclosed in the Note
50(v) to the financial statements, no funds have
been received by the Company from any person(s)
or entity(ies), 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
by or on behalf of the Funding Parties ('Ultimate
Beneficiaries') or provide any guarantee, security or
the like on behalf of the Ultimate Beneficiaries.

(iii) Based on the audit procedures that have been
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), as
provided under (i) and (ii) above, contain any
material misstatement.

e. The final dividend paid by the Company during the year,
in respect of the same declared for the previous year, is
in accordance with Section 123 of the Act to the extent it
applies to payment of dividend.

As stated in Note 52 to the financial statements, the Board
of Directors of the Company has proposed final dividend
for the year which is subject to the approval of the
members at the ensuing Annual General Meeting. The
dividend declared is in accordance with Section 123 of
the Act to the extent it applies to declaration of dividend.

f. Based on our examination which included test checks,
except for the instances mentioned below, the Company
has used accounting softwares for maintaining its books
of account, which have a feature of recording audit trail

• 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 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 the Management and Board of Directors.

• Conclude on the appropriateness of the Management and
Board of Directors use of the going concern basis of accounting
in preparation of financial statements 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 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
financial statements, including the disclosures, and whether
the 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 financial statements of the current
period 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 and 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 Section 143(11) 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 A. 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 purposes of our audit.

b. In our opinion, proper books of account as required
by law have been kept by the Company so far as it
appears from our examination of those books except
for the matters stated in the paragraph 2B(f) below on
reporting under Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014.

c. The balance sheet, the statement of profit and loss
(including other comprehensive income), the statement
of changes in equity and the statement of cash flows
dealt with by this Report are in agreement with the
books of account.

d. In our opinion, the aforesaid financial statements comply
with the Ind AS specified under Section 133 of the Act.

e. On the basis of the written representations received from
the directors as on April 1,2026 to April 14, 2026 taken on
record by the Board of Directors, none of the directors is
disqualified as on March 31, 2026 from being appointed
as a director in terms of Section 164(2) of the Act.

f. the modification relating to the maintenance of accounts
and other matters connected therewith are as stated in
the paragraph 2A(b) above on reporting under Section
143(3)(b) of the Act and paragraph 2B(f) below on
reporting under Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014.

g. 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'.

B. 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. The Company has disclosed the impact of pending
litigations as at March 31, 2026 on its financial position
in its financial statements - Refer Note 39 to the
financial statements.

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

c. There has been no delay in transferring amounts,
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, as disclosed in the Note
50(vi) to the financial statements, no funds have

(edit log) facility and the same has operated throughout
the year for all relevant transactions recorded in the
respective software:

i) The feature of recording audit trail (edit log) was
not enabled for certain changes made at the
application level on July 16, 2025 (debug activity)
by user having privileged access rights.

ii) The feature of recording audit trail (edit log) was not
enabled at the database layer for one privilege user
to log any direct data changes for the accounting
software used for maintaining the books of account
relating to general ledger.

Further, for the periods where audit trail (edit log)
facility was enabled and operated for the respective
accounting software, we did not come across any
instance of the audit trail feature being tampered
with. Additionally, other than the periods where
audit trail was not enabled in the prior year, the
audit trail has been preserved by the Company as
per the statutory requirements for record retention
except for the audit trail at database layer from
September 1, 2024 to October 24, 2025.

C. 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 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 B S R & Co. LLP

Chartered Accountants

Firm's Registration No.:101248W/W-100022

Mansi Pardiwalla

Partner

Place: Mumbai Membership No.: 108511

Date: April 27, 2026 ICAI UDIN:26108511AXFKGY2309

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