We have audited the accompanying financial statements of
MADHUSUDAN INDUSTRIES LIMITED (“the Company”), which
comprise the Balance Sheet as at 31st March, 2024, the Statement
of Profit and Loss (including Other Comprehensive Income), the
Statement of Changes in Equity and the Statement of Cash Flows
for the year then ended, and notes to the financial statements,
including a summary of significant accounting policies and other
explanatory information (hereinafter referred to as “the financial
statements”)
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 (“the
Act”) in the manner so required and give a true and fair view in
conformity with the Indian Accounting Standards prescribed under
Section 133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended, (“Ind AS”) and other
accounting principles generally accepted in India, of the state of
affairs (financial position) of the Company as at 31st March, 2024,
the profit (financial performance including other comprehensive
income), changes in equity and its cash flows for the year ended
on that date.
Basis of Opinion
We conducted our audit of the financial statements in accordance
with the Standards on Auditing (“SAs”) specified under
section143(10) of the Act. Our responsibilities under those
Standards 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
(“ICAI”) together with the ethical requirements that are relevant to
our audit of the financial statements under the provisions of the Act
and the Rules made thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and
the ICAI’s Code of Ethics. We believe that the audit evidence obtained
by us is sufficient and appropriate to provide a basis for our opinion
on financial statements.
Emphasis of Matter
We draw attention to footnote to Note No.5 of the financial statements
regarding certain Investments (Non-current) :
(a) Few Equity shares (in numbers) already having NIL value in
the books of account have been written off during the year, as
they were delisted/ suspended/ physically not traceable;
(b) Few Equity shares of Rs.4244.25 thousands, Mutual Funds
of Rs.291.71 thousands and Debentures of Rs.2 thousands,
aggregating to Rs.4537.96 thousands have been adjusted
against the equivalent aggregate amount of “Impairment
provision in value of Investments” created in the past, as
these securities were delisted/ suspended/ physically not
traceable. Due to these write off/ adjustments, there is no
impact on profit for the year.
Our opinion on the financial statements is not modified in respect of
the above matter.
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. However, in our opinion, there was no
matter of most significance in our audit of the financial statements
of the current period.
Information other than the Financial Statements and Auditor’s
Report thereon
The Company’s management and the Board of Directors are
responsible for the other information. The other information
comprises the information included in the Management Discussion
and Analysis, Board’s Report including Annexures to Board’s
Report, Business Responsibility Report, Corporate Governance
Report, and Shareholders’ Information, but does not include the
financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other
information and we do not express any form of assurance conclusion
thereon.
In connection with our audit of financial statements, our responsibility
is to read the other information and, in doing so, consider whether
the other information is materially inconsistent with the financial
statements or our knowledge obtained during the course 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 of this other information, we are required
to report that fact. We have nothing to report in this regard.
Management’s and Board of Directors’ Responsibilities for
the Financial Statements
The Company’s Management and the Board of Directors are
responsible for the matters stated in section 134(5) of the Act with
respect to the preparation and presentation of these financial
statements that give a true and fair view of the financial position,
financial performance (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 specified under section 133 of the
Act read with relevant Rules issued thereunder. 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 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 the
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 management either intends to liquidate the
Company or to cease operations, or has no realistic alternative but
to do so.
The 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 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
judgment 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.
• 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
Companies Act, 2013, 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.
• Evaluate the appropriateness of accounting policies used and
the reasonableness of accounting estimates and related
disclosures made by management and the Board of Directors.
• Conclude on the appropriateness of management's and Board
of Directors' 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 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.
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 are required to 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
As required by the Companies (Auditor's Report) Order, 2020 (“the
Order”), issued by the Central Government of India in terms of
subsection (11) of section 143 of the Companies Act, 2013, we
give in “Annexure A” a statement on the matters specified in
paragraphs 3 and 4 of 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 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.
(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(the financial
statements) dealt with by this Report are in agreement with
the books of account.
(d) In our opinion, the aforesaid financial statements comply with
the Indian Accounting Standards specified under Section 133
of the Act, read with the Companies (Indian Accounting
Standards) Rules, 2015 as amended.
(e) On the basis of the 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 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”. Our report expresses an
unmodified opinion on the adequacy and operating
effectiveness of the Company's internal financial controls with
reference to financial statements.
(g) With respect to the matter to be included in the Auditor's
Report in accordance with the requirements of section 197(16)
of the Act, as amended, we state that no remuneration was
paid by the Company to its directors during the year under
report.
(h) 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, 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 31st March, 2024 on its financial position
in its financial statements. Refer Note No.34 to the
financial statements.
ii. According to the information and explanations provided
to us, 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.
iv. (a) The Company's Management and the Board of
Directors have represented that, to the best of their
knowledge and belief, no funds have 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 or
entity, including foreign entity (“Intermediaries”), with
the understanding, whether recorded in writing or
otherwise, that the Intermediary shall, whether,
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.
(b) The Company's Management and the Board of
Directors have represented, that, to the best of their
knowledge and belief, no funds have been received
by the Company from any person or entity, including
foreign entity (“Funding Parties”), with the
understanding, whether recorded in writing or
otherwise, that the Company shall, whether, directly
or indirectly, lend or invest in other persons or entities
identified in any manner whatsoever by or on behalf
of the Funding Party (“Ultimate Beneficiaries”) or
provide any guarantee, security or the like on behalf
of the Ultimate Beneficiaries; and
(c) 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 (a) and (b) above, contain any material
misstatement.
v. The Company has not declared or paid any dividend
during the year and has not proposed final dividend for
the year.
vi. Based on our examination which included test checks,
the Company has used an accounting software for
maintaining its books of account which has a feature of
recording audit trail (edit log) facility and the same has
been operated throughout the year for all relevant
transactions recorded in the software. Further, during
the course of our audit, we did not come across any
instance of audit trail feature being tampered with.
FOR N. M. NAGRI & CO.
Chartered Accountants
Firm Regn. No.106792W
(N. M. NAGRI)
Place : Ahmedabad Proprietor
Date :9th May, 2024 Membership No. 016992
UDIN: UDIN:24016992BKECTJ5479
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