We have audited the accompanying Standalone financial statements of M/s. Kavveri Defence &
Wireless Technologies Limited (formerly Kavveri Telecom Products Limited) (“the Company”)
which comprises the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss, and
statement of cash flows for the year then ended, and notes to the financial statements, 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, except
for the possible effects of the matter described in the Basis for Qualified Opinion paragraph, the
aforesaid standalone financial statements give the information required by the Companies Act, 2013,
in the manner so required and give a true and fair view in conformity with the Accounting Standards
prescribed under section 133 of the act read with the Companies (Accounting Standards) Rules, 2021
and other accounting principles generally accepted in India, of the state of affairs of the Company as at
March 31, 2025, and profit, and its cash flows for the year ended on that date.
Basis of Qualified Opinion
i. Material uncertainty related to Going Concern: During the year the company has earned a net
profit off544.86 lakhs during the year, resulting in a reduction of accumulated losses to W563.45
lakhs. The reported net profit includes the effect of write-back of loans payable, provisions, trade
payables, and advances received, as well as the write-off of loans and advances and trade receivables.
While there has been a significant decline in revenue over the past few years, the Company has
received and executed a few orders during the current financial year. This is the first year in which
the Company has recorded some operational activity; however, given the historical trend of declining
revenues and accumulated losses, along with uncertainty regarding the future order pipeline and
sustained operations, a material uncertainty exists that may cast significant doubt on the Company's
ability to continue as a going concern. Accordingly, we are unable to comment on the consequential
impact, if any, on the accompanying standalone financial statements.
However, the management is of the view that, considering the positive trend in turnover amounting
to f14 crores, ongoing recruitment of employees to enhance operational efficiency, infusion of funds
through share capital for business development, and future sales orders in the pipeline, there is no
material uncertainty or significant doubt regarding the company's ability to continue as a going
concern.
ii. In relation to carrying value of investments held by the company in its subsidiaries, which have been
incurring losses and in some of these companies, net worth was fully or substantially eroded. Taking
into account the management internal assessment and initiatives to be implemented to improve the
profitability in the medium to long term, the management of the company is of the view that carrying
value of investments are realizable at the value stated in the books. In the absence of fair valuation of
these investments, we are unable to comment upon the carrying value and thus, we are unable to
comment whether any provision for impairment in the value of investments is required in accordance
with IND AS 36- Impairment of assets,
iii. The company has not reinstated the forex balances in respect of few receivables and payables
including the related parties balances which is not in conformity with IND AS 21 - The effect of
changes in foreign exchange rates, we are unable to comment the possible effects on the financial
statements as the company does not have the details of the forex receivables and payables, further
there are no balance confirmations available,
iv. The Company has not complied with the requirements of Ind AS 19 - Employee Benefits, the Company
has not obtained an actuarial valuation of its defined benefit obligations towards gratuity and leave
encashment as at the reporting date, nor has it recognized the liability based on such valuation. In
the absence of such actuarial valuation and necessary provisioning, we are unable to determine the
impact of the non-compliance on the standalone financial statements, including employee benefit
expenses, total liabilities, and the resultant effect on profit or loss for the year.
However, management is of the view that as the company's employees have not yet completed one
year of service and the gratuity if so provided would not exceed Rs.4 lakhs, the provision for the same
has not been made in the books. Further for leave encashment its solely management discretion for
leave encashment to be compensated in cash.
Emphasis of Matter
Without qualifying our opinion, we draw attention to the below
i. Margin Money Deposits : We draw attention to Note 3 in the financial statements, the company
does not have any documentary evidence in respect of their claim on the margin money deposits
held as on 31st March 2025 amounting to Rs., hence in our opinion the company is doubtful of
recovering the money amounting to Rs.11.77 Lakhs. However, no provision have been made in the
financial statements for the same.
ii. Other Current Assets : We draw attention to Note 9 in the financial statements, the company does
not have any documentary evidence in respect their claim on the interest receivable from banks as
on 31st March 2025, hence in our opinion the company is doubtful of recovering the money
amounting to Rs.5.59 Lakhs. However, no provision have been made in the financial statements for
the same.
iii. Trade Payable and Other Current Liabilities Confirmation : We draw attention to Note 16 & 17
in the financial statements, which describes the write-back of certain trade payables and other
current liabilities. As disclosed in Note 16 & 17, during the current year, the company has
recognized a reversal of previously recognized trade payables and other current liabilities due to
their no longer being payable or refundable. The total value of trade payables and other current
liabilities write-back during the financial year is Rs. 25.94 Lakhs.
Further, we draw attention to Note 16 & 17 in the financial statements, which describes the absence
of confirmation of Trade Payable and other current liabilities as on 31st March 2025. However, the
Company is in the process of obtaining the same. The total value of Trade Payable and other current
liabilities as on 31st March 2025 is Rs.203.32 Lakhs and Rs.286.69 Lakhs respectively. In the
absence of confirmations of Trade Payables and other current liabilities, we are unable to comment
on the extent to which such balances are payable,
iv. Advances Received : In the absence of confirmations of advances received, we are unable to
comment on the extent to which such balances are payable,
v. Overseas Investment Audit Report : In our opinion and according to the information and
explanations given to us, the Company has not provided the audit reports of the group companies,
hence we are unable to ascertain the details of the same.
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 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 opinion.
Information other than the Financial Statements and Auditors' Report thereon
The Company's Board of Directors are responsible for the other information. The other information
comprises the information included in the Director's Report but does not include the financial
statements and our auditor's report thereon.
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 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.
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.
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.
Management's responsibility for the Financial Statements
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the
Companies Act, 2013 (“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, and cash flows
of the Company in accordance with the accounting principles generally 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 implementation and maintenance of 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 management either intends to liquidate the Company or
to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the company's financial reporting
process.
Auditor's Responsibility 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 control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances but not for the purpose of expressing an
opinion on the effectiveness of the company's internal control.
• 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 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 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, we give in the “Annexure
I” a statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by Section 143 (3) of the Act, we report that:
a) We have sought and obtained, except for the possible effects of the matters described in the
Basis for Qualified Opinion paragraph and Emphasis of matter paragraph above, 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, Except for the possible effects of the matters described in the Basis for
Qualified Opinion paragraph and Emphasis of matter paragraph above, 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,
Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in
agreement with the relevant books of account.
d) In our opinion, Except for the possible effects of the matters described in the Basis for
Qualified Opinion paragraph and Emphasis of matter paragraph above, 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,
e) On the basis of the written representations received from the directors as on 31st March, 2025
taken on record by the Board of Directors, none of the directors is disqualified as on 31st March,
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 II”. Our report expresses a modified 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 company has not paid/provided any managerial remuneration during the year under Audit.
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, 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 not entered into any long-term contracts including derivative contracts.
iii. There has been delay in transferring amounts, required to be transferred, to the Investor
Education and Protection Fund by the Company (Refer Note No.17 to Financial
Statements).
iv. (a) The management has represented that, to the best of its knowledge and belief,
other than as disclosed in the notes to the accounts, 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 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,
other than as disclosed in the notes to the accounts, 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; and
(c) Based on audit procedures which 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 (i) and (ii) contain any material mis-statement.
v. The company has not declared or paid any dividend during the year which is in
contravention of the provisions of section 123 of the Companies Act, 2013.
vi. Based on our examination which included test checks, performed by us on the Company,
except for the instances mentioned below, if any, have used accounting software for
maintaining their respective books of account for the financial year ended March 31,
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 audit, we have not come across any instance of the audit
trail feature being tampered with.
As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April
1, 2023, reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014
on preservation of audit trail as per the statutory requirements for record retention is
not applicable for the financial year ended March 31, 2025.
For J K Chopra & Associates,
Chartered Accountants
ICAI Firm's Registration No. 016071S
Sd/-
Jitendra Kumar Chopra
Proprietor
Membership No: 237068
UDIN: 25237068BMKQRX4003
Place: Bangalore
Date: 31st May 2025
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