We have audited the accompanying Ind AS financial statements of VADILAL DAIRY
INTERNATIONAL LIMITED ("the Company") which comprise the Balance Sheet as at March 31,
2024, the Statement of Profit and Loss (Including Other Comprehensive Income), the Statement
of Changes in Equity and the Cash Flow Statement for the year then ended, and notes to the
financial statements, including a summary of the significant accounting policies and other
explanatory information (hereinafter referred to as "the Ind AS Financial Statements").
In our opinion and to the best of our information and according to the explanations given to us,
the aforesaid Ind As financial statements give the information required by the Companies Act,
2013, as amended, ("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 31 March 2024, and profit and other comprehensive income, changes in equity
and its cashflows 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 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 the ethical requirements that are
relevant to our audit of the Ind As financial statements under the provisions of the Act and the
Rules there under, 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.
Key Audit Matters:
Key audit matters are those matters that, in our professional judgment, 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. We have
determined the matters described below to be the key audit matters to be communicated in our
report
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SR NO
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KEY AUDIT MATTER
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AUDIT PROCEDURE
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1
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Inventory Existence and Carrying
Value
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Refer to Note No. 1(J) (accounting
policy), Note No. 5 to the
standalone financial statements.
Inventory is held by the Company's
plants, and other locations. The
Company has significant levels of
inventories and significant
management judgments are taken
with regard to categorization of
inventories.
Given the level of significant
management judgments and
estimates involved this is considered
to be a key audit matter.
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Our procedures included :
? Performed inventory count at plant on sample
basis, which were selected based on financial
significance and risk. Where locations were not
attended, we tested certain controls over inventory
existence across the Company.
? Observing sample of management's inventory
count procedures, to assess compliance with the
Company process.
? Performing roll forward procedures for the year-
end balance from the date of inventory count
attended.
? Obtaining inventory confirmations from the
other locations as on balance sheet date and
comparing the same with the inventory as per books
and obtaining the reconciliations for the variations
(if any).
? Challenging the management with regard to the
calculation
methodology, the basis for provision and the
process with respect to inventory provision;
? Testing the design, implementation and
operating effectiveness of the key controls
management has established for provision
computations and to ensure the accuracy of the
inventory provision.
? Assessing the adequacy of, and movements in,
inventory provisions held, by recalculating a sample
of items included within the provision to ensure
appropriate basis of valuation.
? Evaluating, on a sample basis, whether
inventories were stated at the lower of cost or net
realizable value at the reporting date by comparing
the sales prices of inventories subsequent to the
reporting date.
? Evaluating the appropriateness of the
assumptions used based on our knowledge and
information of the client and the industry.
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The Company's management and 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 Ind AS financial statements and our auditors' report thereon.
Our opinion on the IND AS financial statements does not cover the other information and we do
not express any form ofassurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent
with the IND AS financial statements or our knowledge obtained during the course of our audit
or otherwise appears to be materially misstated.
If, based on work we have performed, we conclude that there is a material misstatement of this
other information; we are required to report that fact. We have nothing to report in this regard.
Management's Responsibility 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 (including 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 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 Ind As financial
statements that give a true and fair view and are free from material misstatement, whether due
to fraud or error, which have been used for the purpose of preparation of the Ind AS financial
statements by the Board of Directors of the company.
In preparing the Ind AS Financial Statements, management is responsible for assessing the
Company's ability to act as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to
liquidate the Company or to cease the 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 Responsibility for the Audit of the Ind AS Financial Statements
Our objectives are to obtain reasonable assurance about whether the 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 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 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:
1. Identify and assess the risks of material misstatement of the 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.
2. Obtain an understanding of internal financial controls 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 system in place and the operating effectiveness of such controls.
3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by management.
4. Conclude on the appropriateness of management's 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 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.
5. Evaluate the overall presentation, structure and content of the IND AS financial statements,
including the disclosures, and whether the IND AS 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 probable that the economic decisions of a reasonably knowledgeable user of
the financial statements may be influenced. We consider quantitative materiality and qualitative
factors in (i) planning the scope of our audit work and in evaluating the results of our work; 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 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 key audit matters .We describethese matters in our auditors' 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 (Auditors' 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 Company so far as it
appears from our examination of those books.
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 written representations received from the directors as on 31st March, 2024 taken
on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2024,
from being appointed as a director in terms of Section 164(2) of the Act.
f) With respect to the maintenance of account and other matters connected therewith, reference is
made to our remarks in paragraph 2(A)(b) above on reporting under Section 143(3)(b) and paragraph
14(h)(vi) below on reporting under Rule 11(g) of the Rules.
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 Auditors' Report in accordance with Rule
11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of
our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations as at 31 March 2024 on its financial
position in its financial statements -Refer Note 26 to the financial statements.
ii. The Company did not have any long-term contracts including derivative contracts for which there
were any material foreseeable losses;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company, and
iv. Based on our examination which includes test checks, the Company has used accounting
software(s) for maintaining its books of accounts for the financial year ended March 31, 2024 which
have a feature of recording audit trail (Edit Log) facility and the same has operated throughout the
year for all the relevant transactions recorded in the software. Further, during the course of audit we
do not come across any instance of audit trail features being tampered with.
As proviso to Rule 3(1) of the companies (Accounts) Rules, 2014 is applicable from April 1, 2023,
reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of
audit trail as per the statutory requirements for record retention is not applicable for the financial
year ended March 31, 2024.
(C) With respect to the matter to be included in the Auditors' 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 P V M & Co.
Chartered Accountants
(Firm Registration No.: 145449W)
Paresh V Mehta
Partner
Membership No.: 108770
Mumbai
Date: 27/05/2024
UDIN: 24108770BKGPAY4494
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