1. We have audited the accompanying Standalone Financial Statements of Allied Digital Services Limited (hereinafter referred as "the Company”), which comprise the Standalone Balance sheet as at March 31, 2025, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), Standalone Statement of Changes in Equity and the Standalone 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 (hereinafter referred to as " Standalone Financial Statement”).
2. In our opinion and to the best of our information and according to the explanations given to us, except for the possible effects of the matter described in the Basis for Qualified Opinion section of our report, the aforesaid Standalone Financial Statements give the information required by the Companies Act, 2013, as amended ("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 of the Company as at March 31, 2025, its profit including other comprehensive income, changes in equity and its cash flows for the year ended on that date.
BASIS FOR QUALIFIED OPINION
3. We draw attention to:
a. Note no. 42 to the Standalone Financial Statements, which explains the non - compliance with the requirements of the Ind - AS 8, "Accounting Policies, Changes
in Accounting Estimates and Errors”, for the matters described therein.
b. Note No. 10(a) to the Standalone Financial Statements, which explains that the Company is in process of reconciling a difference of approximately A 610 lakhs between Input Tax Credit (ITC) under Goods and Services Tax (GST) and the records available on GST portal. In the absence of a reconciliation statement and supporting documentation, we were unable to verify the correctness and recoverability of the ITC recognised.
c. Note No. 8(d) to the Standalone Financial Statements, which explains that the Company has given interest free loans to certain companies, which is in non - Compliance of Section 186(7) of Companies Act, 2013. The amount outstanding as on March 31, 2025 is A 11,625 lakhs.
We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing ("SAs”), as specified under section 143(10) of the Act. Our responsibilities under those SAs 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 ofIndia ("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 Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our qualified opinion on the Standalone Financial Statements.
KEY AUDIT MATTERS
5. 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 financial year ended March 31, 2025. 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.
We have determined the matter described below to be the key audit matter to be communicated in our report.
Sr.
No
|
Key Audit Matter
|
How the Key Audit Matter was addressed in our audit
|
1.
|
Revenue recognition
|
Our Audit Approach:
|
|
The Company undertakes fixed price contracts,
|
Our audit procedures included:
|
|
including those with multiple performance
|
• Gaining an understanding of systems,
|
|
obligations. Revenue recognition for these
|
processes, and internal controls relevant
|
|
contracts requires judgment in identifying
|
to the evaluation of fixed price contracts,
|
|
distinct performance obligations, determining
|
identification of performance obligations,
|
|
the transaction price, and selecting an
|
determination and allocation of transaction
|
|
appropriate method to measure revenue over
|
price, measurement of efforts incurred, and
|
|
time.
For contracts where performance obligations
|
estimation of total efforts to determine the appropriate revenue recognition method.
|
|
are met over time, revenue is recognized using
|
• For a sample of contracts, we assessed
|
|
the percentage-of-completion method, based
|
compliance with applicable revenue
|
|
on management’s estimate of total contract
|
recognition standards by:
|
|
efforts. These estimates involve significant
|
• Evaluating identification of
|
|
judgment and are regularly updated to reflect
|
performance obligations and contract
|
|
the most current information. Such contracts
|
terms to determine the transaction
|
|
may also involve recognition of onerous obligations, requiring critical management
|
price;
|
|
estimates.
|
• Assessing the appropriateness of the revenue recognition method applied;
|
|
In the case of fixed price maintenance
|
• Testing calculations of actual and
|
|
contracts, revenue is recognized either on a
|
estimated efforts, including a
|
|
straight-line basis, using the percentage-of-
|
retrospective review and evaluation of
|
|
completion method, or based on amounts billed—whichever best reflects the value of
|
any onerous obligations;
|
|
services delivered.
|
• Reviewing supporting documentation for contract assets/unbilled revenue as
|
|
We identified revenue recognition as a key
|
of the balance sheet date.
|
|
audit matter because it involves significant
|
• Examined aged contract assets to
|
|
judgment in identifying performance
|
identify potential delays impacting effort
|
|
obligations, determining transaction prices, estimating total contract efforts for percentage-
|
estimations and milestone achievement.
|
|
of-completion measurement, and assessing
|
• Performed analytical procedures on
|
|
onerous obligations.
|
revenue and receivables to identify any unusual trends or inconsistencies.
|
INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITOR'S REPORT THEREON
6. The Company’s Board of Directors is responsible for the preparation of the other information. The other information comprises the information included in the Annual Report but does not include the Standalone Financial Statements and our auditor’s report thereon. These Annual Report is expected to be made available to us after the date of our auditor’s report.
Our opinion on the Standalone Financial Statements does not cover the other information and we will 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 identified above when it becomes available 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.
When we read the Annual Report, if we conclude that there is material misstatement therein, we are required to communicate the matter to those charged with governance and take appropriate actions necessitated by the circumstance and the applicable laws and regulation.
MANAGEMENT'S RESPONSIBILITY
FOR THE STANDALONE FINANCIAL STATEMENTS
7. The accompanying Standalone Financial Statements has been approved by the Company’s Board of Directors. The Company’s Board of Directors are 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) specified 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 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 Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
8. 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 the management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
9. 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
10. 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.
11. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
11.1. 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.
11.2. 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) the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls in place and the operating effectiveness of such controls.
11.3. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
11.4. Conclude on the appropriateness of the 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.
11.5. 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 Standalone 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 Standalone Financial Statements.
12. 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.
13. 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.
14. 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 Statements for the financial year ended March 31, 2025 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.
OTHER MATTER
15. The standalone financial statements of the Company for the year ended March 31, 2024 were audited by the predecessor auditor, who have expressed an unmodified opinion on those standalone financial statements vide their audit report dated May 23, 2024.
Our opinion is not modified in respect of this matter.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
16. 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 Act and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the “Annexure A”, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
17. As required by Section 143(3) of the Act, we report that:
a. We have sought and except for the matters described in the Basis for Qualified Opinion Section, 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 except for the matters described in the Basis of Qualified Opinion above and except for the matters stated in the paragraph 18(f) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.
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. Except for the possible effects of the matters described in the Basis for Qualified Opinion section, in our opinion, the aforesaid Standalone Financial Statements comply
with the Ind AS specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended.
e. The matters described in paragraph 3 under the Basis for Qualified Opinion section, in our opinion, may have an effect on the functioning of the Company.
f. On the basis of the written representations received from the directors as on March 31, 2025 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of Section 164(2) of the Act.
g. With respect to the adequacy of the internal financial controls with reference to these Financial Statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B”, wherein we have expressed a modified opinion.
h. In our opinion, the managerial remuneration for the year ended March 31, 2025 has been paid/provided by the Company to its directors in excess of the limit prescribed in provisions of Section 197 read with Schedule V to the Act. We understand that the excess amount paid/provided shall be placed for approval of the Board of Directors and shareholders in due course.
18. 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, we report as under:
a. The Company has disclosed the impact of pending litigations as at March 31, 2025 on its financial position in its Financial Statements - Refer Note 35 to the Standalone 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 has been delays in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by
the company during the year. Refer Note 47 to the Standalone Financial Statements;
d. (a) The management has represented to
us that, to the best of its 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(s) or entity(ies), including foreign entities ("Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend to 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. (Refer note 41(k)).
(b) The management has represented that, to the best of its 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, 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; (Refer note 41(k)); and
(c) Based on such audit procedures that we 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 (a) and (b) contain any material misstatement.
e. The Board of Directors of the Company have proposed dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting.
f. Based on our examination, which included test checks, the Company has used 2 accounting software(s) for maintaining its books of account which has a feature of recording audit trail (edit log) facility but
was not enabled throughout the year in respect these accounting software(s). Hence, the required provisions of the Act regarding audit trail for these software(s) have not been complied with in all aspects.
Further, we are unable to comment if there are any instance of audit trail feature being tampered with, since such feature was not enabled.
Since the audit trail functionality was not enabled during the year, the question of its retention does not arise, and accordingly, we are unable to comment thereon.
For Singhi & Co.
Chartered Accountants Firm Registration Number: 302049E
Place: Mumbai Shweta Singhal
Date: May 30, 2025 Partner
UDIN: 25414420BMLEKL9536 Membership No: 414420
|