We have audited the accompanying financial statements of Jonjua Overseas
Limited (“the Company”), which comprises the Balance Sheet as at March 31,
2025, the Statement of Profit and Loss (including Other Comprehensive Income),
the Cash Flow Statement and the Statement of Changes in Equity for the year then
ended March 31,2025, and a summary of significant accounting policies and other
explanatory information. (Here in after referred to as “the financial statements”).
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 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, the profit and total comprehensive income,
changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the financial statements in accordance with the
Standards on Auditing (SA’s) specified under Section 143(10) of the Act (Sas).
Our responsibilities under those Standards are further described in the Audit or'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 of India (ICAI) together with the
independence requirements that are relevant to our audit of the financial
statements under the provisions of the Act and the Rules made there under, 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 we
have obtained is sufficient and appropriate to provide a basis for our audit opinion
on the 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 that there are no key audit matters to
be communicated in our report:
Information Other Than the 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 Annexure(s) 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 Company’s annual report is expected to be made
available to us after the date of this Audit Report.
Our opinion on the 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 financial statements, our responsibility is to read
the other information when it becomes available and, in doing so, consider whether
the other information is materially inconsistent with the 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 Financial Statements
The Company's Board of Director responsible for the matters stated in section
134(5) of the Act with respect to the preparation of these financial statements that
give a true and fair view of the financial position, financial performance, total
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 financial statements 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
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 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 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 management’s and board of
director’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 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.
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 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 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 purpose 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, Statement of Profit and Loss including Other
Comprehensive Income, the Cash Flow Statement and Statement of Changes
in Equity dealt with 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, read with the
Companies (Accounting Standards) Rules, 2021,
(e) On the basis of written representations received from the directors as on May
23, 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 A". 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;
No remuneration is being paid by the Company to its directors during the
year, therefore the reporting requirement under section 197 of the act is not
applicable.
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 Ind AS financial statement to the Ind AS financial statements
(Refer to Note 20 of Financial statements);
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 amounts and equity shares, required
to be transferred, to the Investor Education and Protection Fund by the
Company.
iv. (a) The Management and board of directors 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. The company has not declared or paid any dividend during the year in
contravention of the provisions of section 123 of the Companies Act, 2013.
vi. Based on our examination which included test checks, the Company has
used accounting softwares for maintaining its books of account, which have a
feature of recording audit trail (edit log) facility and the same has operated
throughout the year for all relevant transactions recorded in the respective
software. Further, for the periods audit trail (edit log) facility was enabled and
operated throughout the year for the respective accounting software, we did not
come across any instance of the audit trail feature being tampered with and the
audit trail has been preserved by the Company as per the statutory
requirements for record retention.
2. 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 B" a statement on the matters specified in paragraphs 3 and
4 of the Order.
For Jain & Associates
Chartered Accountants
F.R.N.:001361N
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Date: 23.05.2024 KRISHAN MANGAWA
Place: Panchkula PARTNER
UDIN: 25513236BMJPJZ5010 M. No. 513236
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