We have audited the accompanying financial statements of NAMAN IN-STORE (INDIA) LIMITED (E.K.A. NAMAN IN¬STORE (INDIA) PRIVATE LIMITED) which comprise the Balance Sheet as at March 31, 2025 and the Statement of Profit andLoss for the year then ended, Statement of Cash flow for the year ended and a summary of significant accounting policiesand other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financialstatements give the information required by the Companies Act, 2013 (“the Act”) in the manner so required and give atrue and fair view in conformity with the Accounting Standards prescribed under section 133 of the Act read with theCompanies (Accounting Standards) Rules, 2021, as amended (“Accounting Standards”) and other accounting principlesgenerally accepted in India, of the state of affairs of the Company as at March 31, 2025, its profit/loss and its cash flows forthe period ended on that date.
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the CompaniesAct, 2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit ofthe Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethicsissued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to ouraudit of the financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we havefulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believethat the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the financialstatements.
Information Other than the financial statements and Auditor’s Report Thereon
• The Company's Board of Directors is responsible for the other information which comprises of the Directors Reportand other related information (the “other information”), but does not include the financial statements and our auditor'sreport thereon. The other information is expected to be made available to us after the date of this audit report.
• Our opinion on the financial statements does not cover the other information and we will not express any form ofassurance conclusion thereon.
• In connection with our audit of the financial statements, our responsibility is to read the other information identifiedabove, when it becomes available and, in doing so, consider whether the other information is materially inconsistentwith the financial statements or our knowledge obtained during the course of our audit or otherwise appears to bematerially misstated.
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to thepreparation of these financial statements that give a true and fair view of the financial position, financial performanceand cash flows in accordance with the Accounting Standards and other accounting principles generally accepted in India.This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of theAct for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selectionand 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 ensuringthe accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financialstatement that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management 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 unlessmanagement either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are 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 materialmisstatement, 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 reasonably be expected to influence the economic decisions of userstaken on the basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticismthroughout the audit. We also:
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design andperform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resultingfrom error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internalcontrol.
Obtain an understanding of internal financial control relevant to the 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 our opinionon whether the Company has adequate internal financial controls system in place and the operating effectiveness of suchcontrols.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and relateddisclosures made by management.
Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the auditevidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubton the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are requiredto draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures areinadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. 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 whetherthe financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the financial statements that, individually or in aggregate, makes it probablethat the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of ourwork; and (ii) to evaluate the effect of any identified misstatements in the financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of theaudit 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 requirementsregarding independence, and to communicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence, and where applicable, related safeguards.
1. 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 best of our knowledge and beliefwere 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 appearsfrom our examination of those books.
C. The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this Report arein agreement with the relevant books of account.
D. In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section133 of the Act.
E. On the basis of the written representations received from the directors as on March 31, 2025 taken on recordby the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as adirector in terms of Section 164(2) of the Act.
F. With respect to the adequacy of the internal financial controls over financial reporting of the Company and theoperating effectiveness of such controls, refer to our separate Report in “Annexure A”. Our report expresses anunmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controlsover financial reporting.
G. With respect to the other matters to be included in the Auditor's Report in accordance with the requirements ofsection 197(16) of the Act, as amended:
In our opinion and to the best of our information and according to the explanations given to us, the remunerationpaid by the Company to its directors during the year is in accordance with the provisions of section 197 of theAct.
H. With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of theCompanies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information andaccording to the explanations given to us:
a) The Company does not have any pending litigations which would impact its financial position.
b) The Company did not have any long-term contracts including derivative contracts for which there were anymaterial foreseeable losses.
c) There were no amounts which were required to be transferred to the Investor Education and ProtectionFund by the Company.
d) i. The management has represented that, to the best of its knowledge and belief, no funds have been
advanced or loaned or invested (either from borrowed funds or share premium or any other sourcesor 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 theIntermediary shall:
• directly or indirectly lend or invest in other persons or entities identified in any mannerwhatsoever (“Ultimate Beneficiaries”) by or on behalf of the Company.
• provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.
ii. The management has represented, that, to the best of its knowledge and belief, no funds have beenreceived 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:
a. directly or indirectly, lend or invest in other persons or entities identified in any mannerwhatsoever (“Ultimate Beneficiaries”) by or on behalf of the Funding Party or
b. provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries; and
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 subclause(d) (i) and (d) (ii) contain any material mis-statement.
e) The Company has not paid any dividend during the year and hence, compliance with Section 123 of the Actis not applicable.
I. Based on our examination, which included test checks, the Company has used accounting software formaintaining its books of account for the financial year ended March 31, 2025 which has a feature of recordingaudit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recordedin the software. Further, during the course of our audit we did not come across any instance of the audit trailfeature being tampered with. Additionally, the audit trail has been preserved by the company as per the statutoryrequirements for record retention.
2. As required by the Companies (Auditor's Report) Order, 2020 (“the Order”) issued by the Central Government in termsof Section 143(11) of the Act, we give in “Annexure B” a statement on the matters specified in paragraphs 3 and 4 ofthe Order.
Chartered Accountants(Registration No.156559W)
Proprietor
Membership No: 188053Peer Review No: 016545
Place: Mumbai
Date: 16-05-2025
UDIN: 25188053BMJHNV1173