We have audited the Standalone Financial Statement of Navneet
Education Limited ("the Company”), which comprise the Balance
Sheet as at 31st March 2025, the Statement of Profit and Loss
(including Other Comprehensive Income), the Statement of Changes
in Equity and Statement of Cash Flows for the year then ended, and
notes to the Standalone Financial Statement, including a summary
of material accounting policies and other explanatory information
(hereinafter referred to as "the Standalone Financial Statement”).
In our opinion and to the best of our information and according to
the explanations given to us, the aforesaid Standalone Financial
Statement 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 31st March 2025, its
profit including other comprehensive income, changes in equity and
its cash flows 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 Standards are further described in
the 'Auditor's Responsibilities for the Audit of the Standalone
Financial Statement' 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 Statement under the provisions of the Act and the Rules
thereunder, and we have fulfilled our ethical responsibilities in
accordance with these requirements and the ICAI's Code of Ethics.
We believe the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion on the Standalone
Financial Statement.
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
Statement of the current period. These matters were addressed in
the context of our audit of the Standalone Financial Statement as a
whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters. We have determined the matter
described below to be the key audit matter.
Recoverability of investments made in wholly owned subsidiaries
(Indiannica Learning Private Limited and Navneet Futuretech Limited)
(refer note 8.3 and 18 to the Standalone Financial Statement)
Indiannica Learning Private Limited is a CBSE content publisher and
exclusive licensee of Encyclopaedia Britannica curricular solutions
in India and Navneet Futuretech Limited is involved in the business
of hardware sale related to e- learning software and has also made
strategic investment in field of online education and sporting event
management for schools. Indiannica Learning Private Limited
and Navneet Futuretech Limited has incurred losses during the
year. Further both the companies have accumulated losses hence
judgement is required in regard to recoverability of investments into
these subsidiaries as at 31st March 2025. Accordingly, we determined
this to be a key audit matter.
Our procedures on the management's assessment of these matters
included discussion on impairment test carried out by management
including the business outlook, basis of estimates, valuation
technique (fair value report obtained from registered valuers)
appropriateness & reasonableness of assumptions, and various other
parameters with the management. We did not identify any significant
exceptions to the management's assessment in the carrying value
of investment in subsidiaries of Rs. 25,057 lakhs (net of impairment
provision of Rs. 5,466 lakhs).
INFORMATION OTHER THAN THE STANDALONE FINANCIAL
STATEMENT & 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 Standalone
Financial Statement and our auditor's report thereon.
Our opinion on the Standalone Financial Statement does not cover
the other information and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the Standalone Financial Statement,
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 in the audit,
or otherwise appears to be materially misstated.
When we read the above said reports, if we conclude that there is
material misstatement therein, we are required to communicate
the matter to those charged with governance and take necessary
actions, as applicable under the relevant laws and regulations.
RESPONSIBILITIES OF MANAGEMENT AND BOARD OF DIRECTORS
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 Statement that give a true and fair view
of the financial position, financial performance, 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 Standalone Financial Statement that give a true and fair view
and are free from material misstatement, whether due to fraud or
error.
In preparing the Standalone Financial Statement, management is
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 STANDALONE
FINANCIAL STATEMENT
Our objectives are to obtain reasonable assurance about whether the
Standalone Financial Statement 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 aggregate, they could
reasonably be expected to influence the economic decisions of users
taken on the basis of these Standalone Financial Statement.
As a part of an audit in accordance with SAs, we exercise professional
judgement and maintain professional skepticism throughout the
audit. We also:
• Identify and assess the risks of material misstatement of the
Standalone Financial Statement, 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
with respect to financial statements 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.
• 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 material uncertainty exists, we are required to
draw attention in our auditor's report to the related disclosures
in the Standalone Financial Statement 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 Statement, including the disclosures,
and whether the Standalone Financial Statement represent the
underlying transactions and events in a manner that achieves
fair presentation.
Materiality is the magnitude of misstatements in the Standalone
Financial Statement 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 Standalone Financial Statement 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 sub-section (11) of section 143 of the Companies Act,
2013, we give in the Annexure I, a statement on the matters
specified in paragraphs 3 and 4 of the Order.
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 Flow dealt
with by this Report are in agreement with the books of
account.
d. In our opinion, the aforesaid Standalone Financial
Statement comply with the Indian Accounting Standards
specified under Section 133 of the Act.
e. On the basis of the written representations received from
the directors as on 31st March 2025 taken on record by the
Board of Directors, none of the directors is disqualified as
on 31st 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 respect to financial statements of the
Company and the operating effectiveness of such
controls, refer to our separate report in Annexure II; Our
report expresses an unmodified opinion on the adequacy
and operating effectiveness of the Company's internal
financial controls with respect to financial statements.
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 / provided
by the Company to its directors for the year ended 31st
March 2025 is in accordance with the provisions of
section 197 read with Schedule V of the Act; 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 us:
i. The Company has disclosed the impact of pending
litigations on its financial position in its Standalone
Financial Statement - Refer notes 45(a), 9.1 and
17.3 to the Standalone Financial Statement.
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 the amounts
required to be transferred to the Investor Education
and Protection Fund by the Company.
iv. The management has represented that,
• no funds have been advanced or loaned or
invested by the Company to or in any other
person(s) or entities, including foreign entities
("Intermediaries”), with the understanding
that the intermediary shall whether directly
or indirectly lend or invest in other persons or
entities identified in any manner by or on behalf
of the Company ("Ultimate Beneficiaries”) or
provide any guarantee, security or the like on
behalf of the Ultimate Beneficiaries.
• no funds have been received by the Company
from any person(s) or entities including
foreign entities ("Funding Parties”), with the
understanding that such 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.
Based on such audit procedures performed as
considered reasonable and appropriate in the
circumstances, nothing has come to our notice that
causes us to believe that the representations under
sub-clause (iv) contain any material misstatement.
v. The final dividend proposed by the board of
directors in the previous year was declared and
paid by the Company during the year in accordance
with section 123 of the Companies Act 2013. The
Board of Directors of the Company has proposed
a final dividend for the year which is subject to the
approval of the members at the ensuing Annual
General Meeting. The amount of dividend proposed
is in accordance with section 123 of the Act, as
applicable.
vi. Based on our examination, which included test
checks, the Company has used an accounting
software for maintaining its books of account for
the financial year ended 31st March, 2025 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.
Further, during the course of our audit we did not
come across any instance of the audit trail feature
being tampered with. Additionally, the audit trail has
been preserved by the company as per the statutory
requirements for record retention.
For N. A. Shah Associates LLP
Chartered Accountants
Firm Registration Number: 116560W/W100149
Milan Mody
Partner
Membership No. 103286
UDIN: 25103286BMOMTY7842
Place: Mumbai
Date: 19th May 2025
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