We have audited the accompanying standalone financial statements of N R
VANDANA TEX INDUSTRIES LIMITED (Formerly known as N.R. DESIGN
CENTRE PVT LTD) ("the company"), which comprise the Standalone Balance Sheet as
of 31st March ,2026 the Standalone Statement of Profit and Loss, and the Standalone
Statement of Cash Flow and Notes to the Standalone financial statements, for the year
ended 31st March 2026 including a summary of significant 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 afoiesaid standalone financial statements give the information recjuired
by the Act in the manner so required and give a time 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 2026, and Profit and its cash flow 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 Companies Act, 2013. 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 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 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 on the standalone Financial Statement.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most
significance in oui audit of the Standalone Financial Statements for the financial year
ended 31st March, 2026. These matters were addressed in the context of our audit of the
Standalone Financial Statements as a whole, and in forming our opinion thereon,
however here are no key audit matters to communicate in the auditor's report and we
do not provide a separate opinion on these matters.
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
Company's Annual Return but does not include the standalone financial statements and
our Auditor's report thereon.
Our opinion on tire standalone 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 standalone 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 in this regard.
Responsibility of the Management for the Standalone financial statements
The Company's Board of Directors is responsible for the matters stated in section 134(5)
of the Companies Act, 2013 with respect to the preparation of these standalone financial
statements that gives a true and fair view of the financial position and financial
performance and cash flow of the Company in accordance with the accounting
piinciples geneially accepted in India, including the accounting Standards 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
axe leasonable 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 statements, 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 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
oi 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 the material misstatement of the 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 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 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 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 material 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
i elated 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.
We communicate with those charged with governance regarding, among other matters,
the planned scope and timing of the audit and material audit findings, including any
material 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
rose matters that were of most significance in the audit of the Standalone Financial
Statements of the current period and are therefore the key audit matters. We describe
Aese matters m our auditor's report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine
tiat 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
tie Central Government of India in terms of sub-section (11) of Section 143 of the
Companies Act, 2013, we give in the Annexure A, a Statement on the matters specified
in paiagraphs 3 and 4 of the Order, to the extent applicable.
I. 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 Standalone Balance Sheet, the Standalone Statement of Profit and Loss
and the Standalone Cash flow dealt with by this Report are in agreement with
the books of accounts.
d) In oui 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.
C«. O /fT'v
e) On the basis of the written representations received from the directors as on
31st March, 2026 taken on record by the Board of Directors, none of the
directors is disqualified as on 31* March, 2026 from being appointed as a
director in terms of Section 164 (2) of the Act.
f) With respect to die adequacy of the internal financial controls over financial
reporting of the Company and the operating effectiveness of such controls,
refer to our separate Report in "Annexure B".
II. 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:
a) The Company does not have any pending litigations which would impact its
financial position in its financial statements.
b) The Company did not have any long-term contracts including derivative contracts
for which there were any material foreseeable losses;
c) There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company.
d) (A) The Management has represented that, to the best of its knowledge and belief,
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 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 Management has represented, that, to the best of its knowledge and belief,
no funds (which are material either individually or in the aggregate) have been
leceived 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 Paity ( Ultimate Beneficiaries ) or provide any guarantee, security or the
like on behalf of the Ultimate Beneficiaries.
(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.
e) Tire Company has neither declared nor paid any dividend during the year.
f) 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 operated throughout tire
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 fea ture being
tampered with and the audit trail has been preserved by the Company as per the
statutory requirements for record retention requirements.
III. 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 was in accordance with the provisions of Section 197 read with
Schedule V of the Act.
|