We have audited the financial statements of GEE Limited (“the Company”), which comprise the Balance Sheet as at 31 March 2026,
and the Statement of Profit and Loss (including other comprehensive income), Statement of Cash Flows and Statement of changes
in equity for the year then ended, 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 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 principles generally accepted in India, Indian Accounting Standard prescribed under section 133
of the Act read with the Companies (Indian Accounting Standard) Rules, 2015, as amended (“Ind AS”) of the state of affairs of the
Company as at March 31, 2026, its profit including other comprehensive income, its cash flows and changes in equity 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
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 (“ICAI”) of India together with the ethical requirements that are relevant to our audit of the
financial statements under the provisions of the Companies Act, 2013 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 we have
obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.
Emphasis of matter
We draw your attention to Note No. 54.2 of the financial statement which states that the balance in trade receivables, trade payable,
other receivables, Loans & advances & deposits are subject to confirmation and reconciliation. The management, however, does not
expect any material changes on account of confirmation/reconciliation.
Our audit opinion is not modified with respect to this matter.
Key audit matters
Key audit matters ('KAM') are those matters that, in our professional judgment, were of most significance in our audit of the financial
statements for the Financial Year ended March 31, 2026. 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 matters described below to be the key audit matters to be communicated in our report.
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Key Audit Matter
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Auditor's Response
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Disputed excise duty matter - Rs.2.07 Crores
The Company had imported certain materials in the year 2008-09
where the excise authorities had demanded reversal of CENVAT credit
of Rs. 4.02 Crores. Under the instructions from excise authorities the
Company reversed under protest Rs. 3.09 Crores CENVAT credit availed
during 2008-09. Thereafter the company filed an
appeal with CESTAT claiming refund of Rs. 2.07 Crores excess credit
reversed by authorities. The appeal was heard on numerous hearings.
Based on legal and subject matter expert views, the company expects
considerable amount as relief in the above appeal case with CESTAT.
The Assistant registrar CESTAT Mumbai via order dated 03/06/25
reverted the case back to original authority. The Company has filed a
refund application of 27th of June, 2025 to the respective forum.
(Refer Note No.41.1 - Contingent Liabilities and Commitments)
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Our procedure in connection with company's claim regarding CENVAT
Credit and refund of Rs. 2.07 Crores paid under protest involved
examining the submissions made by the company's excise consultants.
In light of the above, we assessed that an order being passed and
reverted back to original authority on 3rd June, 2025 and appeal was
allowed in favour of the Company. A refund appeal was submitted on
27th June, 2025.
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Key Audit Matter
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Auditor's Response
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TThe company's scrutiny assessment for assessment year 2016- 17
was completed in December 2018 and DCIT has raised tax demand
of Rs. 70.96 lakhs against which the company has filed an appeal with
CIT Appeals -1, Thane on 14th January, 2019.The DCIT has disallowed
the company's claim in respect of long-term capital gain from sale of
flat (property held for sale in books of accounts). The tax department's
contention is that the period of capital gain is to be calculated from
the date of registration of purchase agreement of the flat and not from
the date of allotment letter given by the builder. The company's tax
consultant has opined that there are several precedents confirming the
company's claim and that they can expect a favorable outcome in this
appeal matter. Out of the total liability of Rs.70.96 lakhs, Rs.14.20 lakhs
was adjusted with the refund in the A.Y.2016-17, Rs. 14.48 lakhs was
adjusted in A.Y. 2018-19 and Rs. 42.29 lakhs was adjusted in A.Y. 2023¬
24. (Refer Note No. 41.1 - Contingent Liabilities and Commitments)
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We have examined the grounds of appeal and statement of facts filed
by the company with CIT Appeals -1, Thane in consultation with tax
experts. We have also reviewed various judgments including High
Court judgments which have gone against the revenue department in
similar facts. There are few cases which have been determined in favor
of the revenue department. The no. of judgments against the revenue
department out-numbers the ones in their favor. We finally concluded
that we should go by the Honorable Bombay High Court and ITAT
decisions which have gone against the revenue department. In light of
the above, the company's disclosure in this matter is adequate.
The favourable order u/s 250 is received on dated 02.03.2026, but the
refund amount yet to be received.
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Company has continued the earlier Provision of Rs 338.67 Lakhs on We have applied the following audit procedures in this area, among
trade receivables and Rs 194.57 Lakhs on advances made prior to others to obtain sufficient appropriate audit evidence:
FY 2025-2026, created an additional provision amounting Rs. 8.44 -Obtained an understanding of the systems, processes and controls
Lakhs on trade receivables during the year. Trade Receivables are implemented by the Company for measurement of impairment of Trade
mainly comprised of receivables from corporates and other buyers Receivable/ advances.
and advances to group companies. We have identified impairment of - Evaluated the Company's measurement of impairment of trade
trade receivables/ advances as a significant audit matter on account of receivable/ advances accounting policies by comparing with
the significant judgment and estimate involved. These factors include applicable accounting standards.
customer's ability and willingness to pay the outstanding amounts, past - We have evaluated the design of key internal financial controls and
due receivables, financial and economic difficulties of customers. This operating effectiveness of the relevant key controls with respect to
assessment is done for each customer resulting from possible defaults trade receivables/ advances.
over the expected life of the receivables. Based on this assessment, - Tested manual journals posted to revenue and trade receivable
trade receivables/advances outstanding for more than 365 days are during the year to identify unusual items.
evaluated individually by the management for indicators of impairment, - Scrutinized sales returns/reversals/credit notes recorded in the
rather than being provided for solely on the basis of ageing. In cases general ledger subsequent to year-end to identify any significant
where balance confirmations have been obtained from customers/parties unusual items.
acknowledging the amounts outstanding, and where management, - Obtaining understanding on how the Company establishes an
based on its assessment of the recoverability of such balances, is of allowance for doubtful debts and impairment represents its estimate
the view that no credit loss is expected, no provision for impairment of incurred losses in respect of trade receivable/ advances.
has been made even though such balances are outstanding for more - We have evaluated the historical accuracy of impairment for trade
than 365 days. Provision for impairment is accordingly determined on receivables on a sample basis by examining the actual write-offs,
the basis of individual assessment of each trade receivable/advance by the reversal of previous recorded allowance and new allowances
the management, considering ageing, balance confirmations received, recorded in the current year.
subsequent recoveries, and other available evidence of recoverability. - We have verified the calculation done in determining the total
(Refer Note No. 54.2) impairment loss on doubtful debts and advances.
- We have checked the ageing analysis (including testing of information
produced by entity-IPEs), on a sample basis and subsequent receipt
of the trade receivables, to the source documents, including bank
statements.
- Assessed the adequacy of the related disclosures in the financial
statements with reference to trade receivable as per relevant
accounting standards.
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Valuation of Inventories
The Company is having Inventory of Rs. 8,972.48 lakhs as on 31 March
2026. Inventories are to be valued as per
Ind AS 2. Inventories are carried at the lower of cost and net
realizable value. The management applies judgment in determining
the appropriate provisions against inventory of Stores, Raw Material,
Work in progress and Finished Goods based upon a detailed analysis
of old inventory, net realizable value below cost based upon future
plans for sale of inventory. To ensure that all inventories owned by the
entity are recorded and recorded inventories exist as at the year end
and valuation has been done correctly, inventory valuation has been
considered as Key audit matters.
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We obtained assurance over the appropriateness of the management's
assumptions applied in calculating the value of the inventories and
related provisions by:
- Verifying the effectiveness of key inventory controls operating over
inventories; including sample based physical verification.
- Reviewing the document and other record related to physical
verification of inventories done by the management during the year.
- Verify that inventories are valued in accordance with Ind AS 2
- Comparing the net realizable value to the cost price of inventories to
check for completeness of the associated provision.
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Information Other than the Financial Statements and Auditor's Report thereon
The Company's management and the Board of Directors are responsible for the other information. The other information comprises
the information included in the Company's annual report but does not include the financial statements and our auditors' report
thereon. The company’s annual report is expected to be made available to us after the date of this auditor's report.
Our opinion on the financial statements does not cover the other information and we will not express any form of assurance
conclusion thereon. The Company’s annual report is expected to be made available to us after the date of this auditor’s report. 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 financial statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated
Responsibility of Management and those charged with governance for the Financial Statement
The Financial Statements have been approved by the Company’s Board of Directors. 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 financial statements
that give a true and fair view of the State of affairs, profit including Other Comprehensive Income, changes in equity and cash flows
of the Company in accordance with accounting principles generally accepted in India, including the Accounting Standards specified
under Section 133 of the Act. This responsibility also includes responsible the maintenance of the 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 financial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the 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 Board
of Directors 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 Financial Statements
Our objectives are to obtain reasonable assurance about whether the 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 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 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 Act, we are also responsible for expressing our opinion on
whether the company has adequate internal financial controls with reference 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 a material uncertainty exists, we are required to draw
attention in our auditor's report to the related 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 auditors' 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.
Materiality is the magnitude of misstatements in the Financial Statements 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 financial statements of the current period and are therefore the key audit matters. We describe these matters in
our auditors' 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.
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 auditors' 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 section 143(11) of the Act, we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the
Order, to the extent applicable.
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 of the accompanying Financial Statement;
b. I n 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 Cash Flows and
the Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;
d. In our opinion, the aforesaid financial statements 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, 2026 and taken on record by the
Board of Directors, none of the directors are disqualified as on 31st March,2026 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. 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 does not have any pending litigations, other than those disclosed in the Financial Statements; which would
materially impact its financial position. Refer note no. 41.1 to the financial statemen has disclosed the impact of pending
litigations on its financial position of the 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.
iv.
a) The management has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned
or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company
to or in any person(s) or entity(ies), including foreign entities (‘the 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 (‘the 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 have been received by the
Company from any person(s) or entity(ies), including foreign entities (‘the 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; and
c) Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing
has come to our attention that causes 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. The Company has not declared or paid any dividend during the year ended 31st March, 2026.
vi. vi. Based on our examination carried out in accordance with the Implementation Guidance on Reporting on Audit Trail
under Rule 11(g) of the Companies (Audit and Auditors) Rules,2014 (Revised 2024 Edition) issued by the Institute of
Chartered Accountants of India, which included test checks, we report that 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 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 audit trail feature being tampered with. Our examination of the audit trail was in the context of
an audit of financial statements carried out in accordance with the Standard of Auditing and only to the extent required by
Rule 11(g) of the Companies (Audit and Auditors) Rules,2014. We have not carried out any audit or examination of the audit
trail beyond the matters required by the aforesaid Rule 11(g) nor have we carried out any standalone audit or examination
of the audit trail.
For SAPD & Associates
Chartered Accountants
CA Sankar Garg
Pa rtner
Membership. No: 069240
Place: Kolkata UDIN: 26069240MRNNQA3730
Date: 15th May, 2026
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