Online-Trading Portfolio-Tracker Research Back-Office MF-Tracker
BSE Prices delayed by 5 minutes... << Prices as on Jan 28, 2026 - 2:02PM >>   ABB 5052 [ 7.32 ]ACC 1691.1 [ 0.15 ]AMBUJA CEM 531.6 [ 0.10 ]ASIAN PAINTS 2501.1 [ -4.72 ]AXIS BANK 1316.1 [ 0.13 ]BAJAJ AUTO 9365.05 [ -1.37 ]BANKOFBARODA 304.7 [ 0.84 ]BHARTI AIRTE 1949.05 [ -1.15 ]BHEL 254.4 [ 2.62 ]BPCL 360.95 [ 1.01 ]BRITANIAINDS 5753.1 [ -2.21 ]CIPLA 1320 [ 0.54 ]COAL INDIA 439.55 [ 3.99 ]COLGATEPALMO 2136.75 [ -0.92 ]DABUR INDIA 511.25 [ -0.61 ]DLF 620.95 [ 1.90 ]DRREDDYSLAB 1222.45 [ -1.42 ]GAIL 166.7 [ 4.19 ]GRASIM INDS 2839.1 [ -0.61 ]HCLTECHNOLOG 1715.15 [ -0.27 ]HDFC BANK 930.05 [ 0.35 ]HEROMOTOCORP 5400 [ 0.40 ]HIND.UNILEV 2345.95 [ -2.26 ]HINDALCO 1002.7 [ 4.23 ]ICICI BANK 1364.75 [ 0.10 ]INDIANHOTELS 653.55 [ 0.54 ]INDUSINDBANK 893.85 [ -0.10 ]INFOSYS 1655 [ -1.69 ]ITC LTD 319.9 [ 0.35 ]JINDALSTLPOW 1115.35 [ 3.18 ]KOTAK BANK 409 [ 0.01 ]L&T 3798.8 [ 0.23 ]LUPIN 2123.45 [ -1.12 ]MAH&MAH 3414.45 [ 0.59 ]MARUTI SUZUK 14999.85 [ -1.58 ]MTNL 31.3 [ 0.94 ]NESTLE 1278 [ -1.96 ]NIIT 74.92 [ 3.38 ]NMDC 81.35 [ 3.24 ]NTPC 348.15 [ 0.87 ]ONGC 265.65 [ 7.10 ]PNB 123.8 [ 0.73 ]POWER GRID 257.85 [ 1.36 ]RIL 1393.3 [ 0.89 ]SBI 1056.6 [ 0.35 ]SESA GOA 735.3 [ 4.20 ]SHIPPINGCORP 218 [ 3.29 ]SUNPHRMINDS 1606.8 [ -1.98 ]TATA CHEM 719.95 [ 1.36 ]TATA GLOBAL 1123 [ -5.47 ]TATA MOTORS 338.25 [ -0.68 ]TATA STEEL 193.8 [ 0.68 ]TATAPOWERCOM 353.05 [ 1.44 ]TCS 3189.6 [ 0.99 ]TECH MAHINDR 1749.2 [ 0.23 ]ULTRATECHCEM 12689.1 [ 0.77 ]UNITED SPIRI 1318.9 [ 0.51 ]WIPRO 236.5 [ 0.64 ]ZEETELEFILMS 83.5 [ 5.38 ] BSE NSE
You can view full text of the latest Auditor's Report for the company.

BSE: 543512ISIN: INE652Z01017INDUSTRY: Plastics - Plastic & Plastic Products

BSE   ` 133.50   Open: 139.00   Today's Range 130.00
139.00
-1.45 ( -1.09 %) Prev Close: 134.95 52 Week Range 107.85
224.55
Year End :2025-03 

We have audited the accompanying Standalone financial statements of AVRO India Limited
("the Company”),
which comprise the Balance Sheet as at March 31, 2025, 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 standalone financial statements, including a
summary of material accounting policies information and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the
aforesaid standalone 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 accounting
principles generally accepted in India, of the state of affairs of the Company as at March 31, 2025 and
its profit (financial performance including comprehensive income), changes in equity and its cash
flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on
Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are
further described in the
Auditor's Responsibilities for the Audit of the Standalone 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 standalone financial statements under the provisions of the
Companies Act, 2013 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.

Emphasis of Matter

We draw attention to Note 2.28(8) of the financial statements, which describes that the Board of
Directors, in its meeting held on August 28, 2024, approved a preferential issue of 6,48,330 equity shares
of face value ?10 each at an issue price of ^127.25 per share, aggregating to ^825.00 lacs, to Promoter
Group and Non-Promoters for cash consideration. In addition, 5,30,451 share warrants were issued to
Non-Promoters at the same price, each warrant convertible into one equity share within 18 months
from the date of allotment. An amount of ^168.75 lacs, representing 25% of the warrant consideration,
was received, and the balance ^506.25 lacs is pending. These equity shares and warrants were allotted
on October 19, 2024. The fair value of each warrant, determined in accordance with Ind AS 113 - Fair
Value Measurement, was ^49.04 and has been classified under ’Other Equity’. No asset has been
recognized for the difference between fair value and consideration received. The issuance of equity
shares and warrants has been duly approved by BSE Ltd. and National Stock Exchange of India Ltd.
under applicable SEBI regulations, and trading in these shares commenced on January 6, 2025.

Further, the Board of Directors, in its meeting held on December 27, 2024, approved a second
preferential issue of 25,75,320 equity shares at an issue price of ^185.50 per share, aggregating to
^4777.22 lacs, to Non-Promoters and 3,23,450 share warrants to the Promoter Group at ^185.50 per
warrant. The Company received ^150.00 lacs, being 25% of the warrant consideration, and balance
^450.00 lacs is pending. The allotment of equity shares and warrants was made on February 11, 2025.
The fair value of each warrant was ^56.84, as per Ind AS 113, and the amount received has been
recorded under ’Other Equity’ with no asset recognized for the fair value differential. Both BSE Ltd. and
National Stock Exchange of India Ltd. granted requisite approvals, and trading in these shares
commenced on March 27, 2025.

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.

For each matter below, description of how our audit addressed the matter is provided in that context.
We have determined the matters described below to be the key audit matters to be communicated in
our report.

Key Audit Matter

How our audit addressed the Key Audit Matter

1. Share Warrants

During the year, the Company allotted 5,30,451 share
warrants on 19.10.2024 and 3,23,450 share warrants on
11.02.2025 on a preferential basis to non-promoters and
promoter group respectively, each convertible into one
equity share of the Company within 18 months from the date
of allotment. In accordance with the requirements of Ind AS
113 (Fair Value Measurement) and Ind AS 32 (Financial
Instruments: Presentation), the Company accounted for the
proceeds received as financial instruments and recognised
the share warrants at fair value on the date of initial
recognition.

The fair value of the warrants was determined using the
Modified Black-Scholes Option Pricing Model, which requires
management to exercise significant judgment in
determining inputs such as:

• Share price volatility,

• Risk-free interest rate,

• Expected life of the warrant,

• Dividend yield, and

• Fair value of equity shares on grant date.

Due to the complexity of the valuation model, subjectivity in
key assumptions, and materiality of the transaction, this
matter was considered to be of most significance in our
audit.

Our procedures, among others, included:

• Evaluating the terms and conditions of the share
warrant issuance from relevant documents such as
resolutions and board approvals.

• Assessing the Company's material accounting policy
information and its compliance with Ind AS 32 and Ind
AS 113.

• Engaging our internal valuation specialists to:

o Evaluate the valuation methodology used
(Black-Scholes model).

o Review management's assumptions such as
volatility, risk-free rate, and expected life.
o Assess the use of observable market data where
available.

• Verifying the calculation and recomputing the fair value
of the warrants using independently sourced inputs.

• Evaluating the adequacy of the related disclosures in
the financial statements in accordance with Ind AS 107
and Ind AS 113.

(Refer Note 2.28 (8) to the Financial Statements, read with
the Material Accounting Policy information 1(E.19)).

2. Preferential Equity Shares:

During the year, the Company allotted the following equity
shares on preferential basis for cash consideration, in
accordance with the provisions of the Companies Act, 2013,
and SEBI (Issue of Capital and Disclosure Requirements)
Regulations, 2018, as amended:

6,48,330 equity shares on 19.10.2024 to promoter group and
non-promoters;

25,75,320 on 11.02.2025 to non-promoters respectively.

Our audit procedures included, among others:

• Reviewing the resolutions passed by the Board of
Directors and shareholders authorizing the preferential
issue.

• Verifying compliance with applicable provisions of the
Companies Act, 2013 and the SEBI (ICDR) Regulations.

This was a significant transaction from both a legal
compliance and financial reporting perspective. The
accounting treatment, classification under equity, and
related disclosures in accordance with Ind AS 32 - Financial
Instruments: Presentation, Ind AS 109 - Financial Instruments,
and Ind AS 1 - Presentation of Financial Statements require
careful consideration. Additionally, evaluating compliance
with conditions prescribed by SEBI and stock exchanges,
including pricing norms, approval timelines, lock-in periods,
and disclosure requirements, was critical.

• Examining filings made with the National Stock
Exchange of India Ltd. and BSE Ltd. and confirmations of
approvals received.

• Assessing the consideration received, including timing
of receipts and allotment, and verifying the accounting
treatment applied.

• Reviewing the classification of the proceeds within
equity and ensuring there were no embedded financial
instruments that require separate accounting.

Due to the materiality of the transaction, complexity of
regulatory compliance, and involvement of related parties in
certain cases, this matter was considered to be of most
significance in our audit.

• Evaluating the adequacy and appropriateness of
disclosures in the financial statements in accordance
with applicable Ind AS and SEBI (LODR) requirements.

(Refer Note 2.28(8) to the Financial Statements.)

3. Utilization of Funds raised through Preferential Allotment
and Share Warrants

During the year, the Company raised funds through

Our audit procedures included:

preferential allotment of equity shares and share warrants. A

• Reviewing the offer documents and board/shareholder

portion of these funds remained unutilized as at the

resolutions for preferential allotment;

reporting date and was temporarily invested in fixed

• Verifying compliance with Section 42 and Section 62 of

deposits. The Company has not communicated any specific

the Companies Act, 2013;

timeline to the concerned authorities for the utilization of

• Obtaining and reviewing management's plan for fund

such funds. Given the significance of the amount and the

utilisation;

inherent management judgement involved in the

• Inspecting the bank statements and fixed deposit

deployment of these funds, we considered this to be a key

confirmations for unutilised funds;

audit matter.

• Assessing the disclosures made in the financial
statements for adequacy and completeness.

Information Other than the Financial Statements and Auditor's Report thereon

The Company's Board of Directors is responsible for the other information. The other information
comprises the Corporate Governance report, and the information included in the Annual Report
including annexures, Management Discussion and Analysis, Secretarial Audit Report and other
Company related information, but does not include the financial statements and our auditors' report
thereon. The other information 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 do not and 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 other information, if we conclude that there is material misstatement therein, we are
required to communicate the matter to those charged with governance and appropriate actions, if
required.

Responsibilities of management and those charged with governance for the Standalone Financial
Statements

The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with
respect to the preparation of these standalone financial statements that give a true and fair view of the
financial position, financial performance, other comprehensive income, changes in equity and cash
flows of the Company in accordance with the accounting principles generally accepted in India,
including Ind AS prescribed under Section 133 of the Act read with the Companies (Indian Accounting
Standards) Rules, 2015, as amended. This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting frauds and other irregularities; selection and application
of appropriate material 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, Board of Directors is responsible for assessing the Company's
ability to continue as a going concern, disclosing, as applicable, matters related going concern and
using the going concern basis of accounting unless Board of Director's 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 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 controls relevant to the audit in order to design audit
procedures that are appropriate in the circumstances. Under section 143(3)
0) 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 material accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.

• 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 standalone 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 standalone financial statements,
including the disclosures, and whether the standalone financial statements represent the
underlying transactions and events in a manner that achieves fair presentation.

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 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 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 said Order, to the extent applicable.

2. 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.

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 standalone financial statements comply with the Indian Accounting
Standards prescribed 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 March 31st, 2025 taken on
record by the Board of Directors, none of the directors is disqualified as on March 31st, 2025 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 over financial reporting with reference to
the standalone 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 over financial
reporting.

g) With respect to the other matters to be included in the Auditor's Report in accordance 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 explanations given to us, the
remuneration paid by the Company to its directors during the year is in 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 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:

a) The Company has disclosed the impact of pending litigations on its financial position in its Standalone
Financial Statements - Refer Note No. 2.28 (1)(a) to the Standalone Financial Statements.

b) The Company did not have any material foreseeable losses on long-term contracts including
derivative contracts during the year ended 31 March, 2025.

c) There were no amounts which were 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 Note
no. 2.28 (28) (xi) of the notes to accounts, no funds (which are material either individually or in the
aggregate) 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 (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 or on behalf of the Ultimate Beneficiaries.

ii) The Management has represented that, to the best of its knowledge and belief, as disclosed in Note no.
2.28 (28) (xi) of the notes to accounts, no funds (which are material either individually or in the aggregate)
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 party (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the
Ultimate Beneficiaries.

iii) Based on the audit procedures performed 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 Company has neither declared nor paid any dividend during the year.

f) Based on our examination which included test checks the Company has used accounting software for
maintaining its books of account, which has a feature of recording audit trail (edit log) facility and the
same has operated throughout the year for all relevant transactions recorded in the software. However,
the Company has maintained the records of Property, Plant and Equipment in an Excel sheet, and not
through any accounting software; accordingly, the requirement of maintaining an audit trail (edit log)
is not applicable to such records.

Further, where audit trail (edit log) facility was enabled and operated throughout the year for the
accounting software, we did not come across any instance of the audit trail feature being tampered
with. Management has also explained that the audit trail (edit log) facility was enabled in the previous
year and that the Company has preserved the same in accordance with the statutory requirements for
record retention.

For S A A R K AND CO
Chartered Accountants

FRN: 021758N

Sd/-

CA (Dr.) S. K. Lal
Partner
M. No.: 509185

UDIN: 25509185BMOCXZ1627

Place: Ghaziabad
Date: 27.05.2025