We have audited the accompanying standalone financial statements of SUNSHINE CAPITAL
LIMITED(“the Company”), which comprise the balance sheet as at March 31, 2025, and 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 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
Standards prescribed under Section 133 of the Act and other accounting principles generally accepted
in India, of the state of affairs of the Company as at 31 March 2025, and its Profit and total
comprehensive income, changes in equity and its cash flows for the year ended on that date. The
company should have prepared a financial statements in compliance with IND AS as prescribed, which
may significantly affect the financial statements of the company.
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 (“the ICAI”) together with the ethical
requirements that are relevant to our audit of the standalone 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 ICAI’s 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 standalone
financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the standalone financial statements of the current period. These matters were addressed in the
context of our audit of the standalone financial statements as a whole, and in forming our opinion
thereon, 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.
|
Key Audit Matters
|
Auditor's Response
|
|
Impairment of Loans including Expected
Credit Loss ("ECL")
The Company has reported gross loan assets
of INR 9846.98 lacs against which an
impairment loss of INR 4771.28 lacs has been
recorded. The Company recognised
|
Assessed the appropriateness of management's
judgment and estimates used in the impairment
analysis through procedures that included, but were not
limited, to the following:
• Obtained an understanding of the method adopted by
the Company including the key inputs and
|
|
impairment provision for loan assets partly
based on the Expected Credit Loss approach
laid down under 'Ind AS 109 - Financial
Instruments. The calculation of impairment
losses on loans is complex and is based on the
application of significant management
judgement and the use of different modelling
techniques and assumptions which are
uncertain and could have a material impact on
reported profits. However, the Company has
applied a single-stage approach based on
changes in credit quality to measure expected
credit loss on loans which is as follows:
• If the repayment is defaulted more than 90
days then it is considered as credit-
impaired at the end of the year.
• Significant management judgement and
assumptions involved in measuring ECL is
required with respect to:
• Determining the criteria for a significant
increase in credit risk
• Factoring in future economic assumptions
• Techniques used to determine probability
of default, loss given default and exposure
at default.
These parameters are derived from the
Company's historical data.
In view of the above, the measurement of
impairment loss on loans was determined to
be a Key Audit Matter in our audit of the
financial statements.
|
assumptions. Since methods and parameters are
based on historical data, we assessed whether
historical experience was representative of current
circumstances and was relevant in view of the recent
impairment losses incurred within the portfolios.
• Considered the Company's accounting policies for
estimation of expected credit loss on loans and
assessed the compliance with the policies in terms of
Ind AS 109. However, we observed that company has
not complied with Ind AS 109.
• Tested the design and operating effectiveness of key
financial controls over the completeness and accuracy
of the key inputs and assumptions considered for
calculation, recording and monitoring of the
impairment loss recognized. Also evaluated the
controls over the impairment process, validation of
data and related approvals.
• Reconciled the total financial assets considered for
ECL estimation with the books of account to ensure
the completeness.
•Assessed the adequacy and appropriateness of
disclosures in compliance with the Ind AS 107 in
relation to ECL which was found not to have been
implemented.
|
|
Loan borrowed converted to Equity Shares
The Company is a NBFC registered under
Section 45-IA of the Reserve Bank of India Act,
1934, and as a part of its business activities
was engaged in lending/ granting of the loans
The company had requested conversion of
borrowed loans from other corporate entities
to Equity Capital and waiver of interest due till
date of allotment of such shares to the extent
of Rs 67,000.00 lacs.
The variety of terms that define contract of
loan where terms of loans, such as repayment
schedule, Rate of Interest, securities
associated, overdues if any etc. This area was
of most significance in our audit due to the
magnitude of amount involved and there
|
Our audit procedures included the following:
• Considered Company's loan policy and its
compliance.
• Assessed the design and tested the operating
effectiveness of internal controls related to loans.
• Performed sample tests of individual transaction
and other related documents. Further, in respect of
the samples tested we checked that the loans has
been taken as per the policy.
• Selected sample of loans obtained and checked the
documents.
• We checked the documents related to valuation of
the loans where such loans converted to Equity
|
|
conversion of the same to equity capital.
|
Capital
|
|
Accordingly, due to the significant risk
associated in accordance with terms of
applicable AS, it was determined to be a key
|
• Obtained few balance confirmations as at the year
end to evaluate loans.
|
|
audit matter in our audit of the standalone
|
• We checked the Shareholders List maintained by
|
|
financial statements.
|
RTA.
|
Information Other than the Standalone Financial Statements and Auditor’s Report Thereon
The Company’s board of directors is responsible for the preparation of 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 and Sustainability Report,
Corporate Governance and Shareholder’s 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 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
standalone 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 on in this regard.
Responsibilities of Management and Those Charged with Governance for the Standalone
Financial Statement
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 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”) notified under
Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, and
the applicable NBFC Regulations, as amended from time to time.
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 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 standalone financial statements that give a true and fair view
and are free from material misstatement, whether due to fraud or error.
In preparing the standalone 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.
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 standalone 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 standalone financial
statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We have also:
• Identify and assess the risks of material misstatement of the standalone 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 financial 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 the
Management.
• Conclude on the appropriateness of the Management 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 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 consolidated financial
statements that, individually or in aggregate, makes it probable that the economic
decisions of a reasonably knowledgeable user of the consolidated 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 consolidated 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.
The previously issued standalone financial statements were audited by the predecessor auditor whose
report for the year ended 31 March 2024 issued on 28 Nov 2024 expressed an unmodified opinion on
those standalone financial statements were also prepared without complying to companies accounting
standard rules 2021 to comply with Ind As.
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 sub-section (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.
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 my examination of those books.
(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss, the Standalone
Statement of Changes in Equity and the Standalone 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 Accounting
Standards specified under Section 133 of the Act read with rule 7 of the Companies (Accounts)
Rules, 2014,as amended and the Companies (Accounting Standards) Amendement Rules,
2016, as amended, to the extent they are not inconsistent with the accounting principles
prescribed in the applicable NBFC Regulation.
(e) on the basis of the written representations received from the directors and taken on record by
the Board of Directors, none of the directors is disqualified as on 31 March, 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 with reference to financial
statements of the Company and the operating effectiveness of such controls, refer to our
separate report in Annexure-‘B’;
(g) As no remuneration has been paid by the Company to its Directors, the provisions of Section
197 of the Companies Act, 2013 are not applicable; and
(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, in our opinion and to the best of our
information and according to the explanations given to our;
a. The Company does not have any pending litigations which would impact on its financial
position.
b. The Company did not have any long-term contracts including derivative contracts for which
there were any material foreseeable losses; and
c. The company was not required to transfer any amount during the year to the Investor
Education and Protection Fund by the Company.
d. (a) The Management has represented that, to the best of it’s knowledge and belief, no funds
have been advanced or loaned or invested 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.
(b) The Management has represented, that, to the best of it’s knowledge and belief, 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
Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf
of the Ultimate Beneficiaries.
(c) 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 (a) and (b) above, contain any material misstatement subject to the fact that no
that some expenses have been booked on cash basis.
e. The Company has not declared or paid any dividend during the year and has not proposed
a final dividend during the year.
f. With respect to the proviso to rule 3 sub section 1 of companies (Accounts) rules 2014, the
company did not maintain the accounting software which has a feature of recording of audit
trail of each and every transaction, creating and edit log of each change made in the books
of accounts along with the date when such changes were made and ensuring that the audit
trail cannot be disabled.
For VRSK & Associates (FRN:011199N)
Chartered Accountant
CA. ANKUSH GUPTA (M.NO: 086499)
PARTNER
Place: New Delhi
Date: 30.05.2025
UDIN: 25086499BMLIIZ8417
|