We have audited the accompanying standalone financial
statements of Aries Agro 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 ended on that date,
and a summary of the significant accounting policies and
other explanatory information (hereinafter referred to as “the
standalone financial statements”).
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 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, and its profit, total
comprehensive income, its cash flows and the changes in
equity 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 (“SA's) 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 Act and the Rules made 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 obtained by us is sufficient
and appropriate to provide a basis for our audit 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
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.
We have determined the matter described below to be the
key audit matter to be communicated in our report.
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Key Audit Matter
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Auditor’s Response
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1. Revenue recognition - Sale of Goods
Revenue recognition - Sale of goods Refer Note 4 (N)
(a) “Revenue Recognition” of the Standalone Financial
Statements under Significant Accounting Policies.
Revenue from sale of goods is recognised when control
of the products being sold is transferred to the customer,
which is mainly upon delivery and when there are no
longer any unfulfilled obligations. The timing of revenue
recognition is relevant to the reported performance of the
Company. The Management considers revenue as a key
measure for evaluation of performance. There is a risk of
revenue being recorded before control is transferred.
2. Discount / Rebate
The Company has offered various scheme discounts to the
Customers. These discount / rebates comprises of cash
discount, independence day scheme discount, monsoon
offer discount, product discount, flash sale discount,
off take / lifting discount, seasonal discount, off season
discount, year end pay and lifting discount etc.and the
nature and treatment of these discounts are in line with the
practice adopted by the industry dealing in micronutrients /
plant nutrition solutions.
3. Evaluation of uncertain tax positions
The Company has material uncertain direct and indirect tax
positions including matters under dispute which involves
significant judgement to determine the possible outcome of
these disputes.
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Principal Audit Procedures
We have performed the following principal audit procedures in relation
to revenue recognised which include a combination of testing internal
controls and substantive testing as under:
• Assessing the appropriateness of the Company's revenue recognition
accounting policies in line with Ind AS 115 and testing thereof.
• Evaluating the integrity of the general information and technology
(“IT”) control environment and testing the operating effectiveness of
key IT application controls.
• Understanding the revenue recognition process, evaluating the
design and implementation of Company's controls in respect of
revenue recognition.
• Testing the effectiveness of such controls over revenue cut-off at
year end.
Testing the supporting documentation for sales transactions recorded
during the period closer to the year end and subsequent to the year
end, including examination of credit notes issued subsequent to the
year end to determine whether revenue was recognised in correct
period.
• Performing analytical procedures on current year revenue based on
monthly trends and where appropriate, conducting further enquiries
and testing.
We have performed the following principal audit procedures in relation to
discount/rebate
• Considering the appropriateness of the Company's Revenue
recognition accounting policies including those relating to the
discounts and rebates.
• Testing effectiveness of Company’s control over the calculation of
discounts and rebates.
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Key Audit Matter
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Auditor’s Response
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The Company has disclosed in contingent liabilities (to
the extent not provided for) towards direct and indirect tax
position.
Refer Notes 4 (M) and 42 to the Standalone Financial
Statement
The Company undergo assessment proceedings from time
to time with direct and indirect tax authorities. There is a
high level of judgment required in estimating the level of
provisioning and/or disclosure required.
The management's assessment is supported by the advice
from independent tax consultants and legal consultants,
where considered necessary by the management.
Accordingly, unexpected adverse outcome, if any, could
impact significantly the company's reported profit and
balance sheet position.
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• On a sample basis, based on the high value of rebates and discount,
we inspected / verified the terms of the various schemes related to the
discounts and rebates and checked its input used in the calculation
of discounts.
• Tested arithmetical accuracy of the calculation of discounts and
rebates recognised in financial statements.
Obtained details of completed tax assessment and demands for the
year ended March 31, 2025 from management. We involved company's
legal and tax consultants to challenge the management’s underlying
assumptions in estimating the tax provision, liabilities and the possible
outcome of the disputes. Company's legal and tax consultants also
considered legal precedence and other ruling evaluating management's
position on these uncertain tax positions. Additionally, we considered the
effect of new information in respect of uncertain tax position as at 31st
March, 2025 to evaluate whether any change is required to management’s
position on these uncertainties. We have also considered the positions
and updated status till the date of signing of these Financial Statements.
We did not identify .any material exception as a result of above procedure
relating to management's assessment of provisions.
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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 Report,
Corporate Governance and Shareholder's Information, but
does not include the financial statements and our auditor's
report thereon. The other information is expected to be made
available to us after the date of Auditor's Report.
Our opinion on the 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.
Management's Responsibility 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, including other comprehensive income,
changes in equity and cash flows of the Company in
accordance with the Ind AS and other accounting principles
generally accepted in India. 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,
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 is 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 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 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 controls
relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under
section 143(3)(i) of the Act, 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 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 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.
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 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 in
terms of Section 143(11) of the Act, we give in “Annexure
A” a statement on the matters specified in paragraphs 3
and 4 of the Order.
2. As required by Section 143(3) of the Act, based on our
audit 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 (and
proper records adequate for the purpose of our
audit have been received from branches not visited
by us).
c) The Balance Sheet, the Statement of Profit and Loss
including Other Comprehensive Income, Statement
of Changes in Equity and the Statement of Cash
Flow dealt with by this Report are in agreement with
the relevant books of accounts.
d) In our opinion, the aforesaid standalone financial
statements comply with the Ind AS specified under
Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014.
e) 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.
f) With respect to the 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”. 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:
i. The Company has disclosed the impact of
pending litigations on its financial position in its
standalone financial statements.
ii. The Company has made provision, as required
under the applicable law or accounting
standards, for material foreseeable losses, if
any, on long-term contracts including derivative
contracts.
iii. There has been no delay in transferring
amounts, required to be transferred, to the
Investor Education and Protection Fund by the
Company.
iv. (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
received 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
Party (“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.
v. As stated in Note 42 to the standalone financial
statements
(a) The final dividend proposed in the
previous year, declared and paid by the
Company during the year is in accordance
with Section 123 of the Act, as applicable.
(b) The interim dividend is not declared and
hence the question of compliance with the
section 123 of the Act does not arise.
(c) The Board of Directors of the Company
have proposed 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
accounting software for maintaining
its books of accounts 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 tempered with and
the audit trail has been preserved by the
Company as per statutory requirements
for record retention.
For Kirti D. Shah & Associates
Chartered Accountants
Firm’s Registration No. 115133W
Kirti D. Shah
Proprietor
Date: 22nd May, 2025 Membership No.032371
Place: Mumbai UDIN : 25032371BMUKVK9221
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