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MODULEX CONSTRUCTION TECHNOLOGIES LTD.

09 October 2026 | 12:00

Industry >> Construction, Contracting & Engineering

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ISIN No INE064R01012 BSE Code / NSE Code 504273 / MODULEX Book Value (Rs.) 45.33 Face Value 10.00
Bookclosure 26/09/2024 52Week High 30 EPS 0.00 P/E 0.00
Market Cap. 104.43 Cr. 52Week Low 13 P/BV / Div Yield (%) 0.33 / 0.00 Market Lot 1.00
Security Type Other

AUDITOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2026-03 

We have audited the accompanying standalone financial statements (“the Statement) of Modulex
Construction Technologies Limited (“the Company”), which comprise the Balance Sheet as at March 31,
2026, and 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 then ended, and notes to the standalone
financial statements, including material accounting policy information and other explanatory information.

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 Standard
under section 133 of the Act read with Companies (Indian Accounting Standards) Rules, 2015 as amended
to the extent applicable thereto and other accounting principles generally accepted in India, of the state
of affairs of the Company as at March 31, 2026; and its loss (including other comprehensive income), its
Standalone cash flows and the Standalone statement of 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 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 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 we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material Uncertainty Related to Going Concern

We draw attention to Note 33 in the Standalone Financial Statement, which states that the Company has
incurred net losses (before Other Comprehensive Income) during the current period and in previous years,
primarily due to delays in implementation of the Pune project through its subsidiary, Modulex Modular
Buildings Private Limited (“MMBPL”). These conditions, along with other factors, have resulted in the
Company’s current liabilities exceeding its current assets, indicating the existence of a material uncertainty
that may cast significant doubt on the Company’s ability to continue as a going concern.

However, MMBPL has completed the Phase-I internal construction activities for Shed 2 of the factory
building and installation of plant and machinery pursuant to the land re-allotment order received from
MIDC and execution of a 95-year long-term lease agreement with the Sub-Registrar at Indapur. Further,
the promoters and other investors have continued to extend financial support for completion of the project
and meeting the Company’s financial obligations.

Accordingly, the management has prepared the Standalone Financial Statements on a going concern basis.
Our opinion is not modified in respect of this matter.

Emphasis of Matters

Without Qualifying our opinion, attention is invited to the following: -

a) We draw attention to the Financial Statements, which states that the Company has incurred a net loss
of (INR 44.33) lakhs for the current reporting period and has accumulated negative retained earnings
of (INR 853.96) lakhs as at March 31, 2026, including losses from earlier years. These conditions
indicate the existence of a material uncertainty that may cast significant doubt on the Company’s
ability to continue as a going concern.

The Company’s ability to continue as a going concern is dependent upon the successful commencement
of its intended business operations, generation of adequate positive cash flows from future activities,
and continued financial support from its promoters or group entities. Based on management’s
assessment of these factors, the financial statements have been prepared on a going concern basis.

b) As at March 31, 2026, certain Tax Deducted at Source (TDS) liabilities pertaining to previous years
aggregating to INR 30.22 lakhs remain unpaid by the Company. The aforesaid amount includes
provision for interest of INR 8.05 lakhs on account of delay in remittance. Further, the Company
has not deposited Goods and Services Tax (GST) payable under the Reverse Charge Mechanism
(RCM) amounting to INR 28.77 lakhs. The Company has also made a provision for interest liability
amounting to INR 5.42 lakhs as at March 31, 2026 arising due to delay in depositing the aforesaid
GST dues. The Company is in the process of obtaining expert legal opinion regarding the appropriate
resolution of these matters and intends to undertake the necessary corrective actions in the subsequent
quarter.

c) As stated in Note 30 in the Standalone Financial Statement, the Company has evaluated the carrying
value of its investment in its subsidiary, Modulex Modular Buildings Private Limited (MMBPL).
This evaluation is supported by an independent valuation conducted during the year, which indicated
that the fair value of the investment is adequate to cover the investment cost. The management has
also reaffirmed its commitment to completing the factory construction project at Indapur, District
Pune, through MMBPL. Based on these developments and the independent valuation support, no
impairment has been recognised in respect of the investment as at March 31, 2026.

Our opinion is not modified with respect to the above matters.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the standalone financial statements for the financial year ended March 31, 2026. These matters
were addressed in the context of our audit of the standalone financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on these matters.

For each matter below, our description of how our audit addressed the matter is provided in that context.
We have determined the matters described below to be the key audit matters to be communicated in our
report. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the
standalone financial statements section of our report, including in relation to these matters. Accordingly,
our audit included the performance of procedures designed to respond to our assessment of the risks of
material misstatement of the standalone financial statements. The results of our audit procedures, including
the procedures performed to address the matters below, provide the basis for our audit opinion on the
accompanying standalone financial statements.

Key audit matters

How our audit addressed the key audit matter

Share Swap Transaction

During the year, the Company acquired
46,71,280 equity shares having face
value of ?10 each in Give Vinduet
Windows & Doors Private Limited
(GVWDPL) through issuance of
18,68,512 equity shares having face
value of ?10 each of the Company
to the shareholders of GVWDPL at a
conversion ratio of 1:2.5, in accordance
with the terms approved by the Board
of Directors and applicable regulatory
requirements.

Principal Audit Procedures

Our audit approach consisted of the following audit procedures:

• Obtained and reviewed the Board Resolution and
Shareholders’ Resolution approving the issuance and
allotment of equity shares under Sections 42 and 62(1)(c)
of the Companies Act, 2013 pursuant to the share swap
arrangement

• Reviewed the valuation report, share swap agreement,
PAS-3 and other statutory records and filings relating to
the allotment of shares.

• Verified compliance with the requirements of Sections
42 and 62(1)(c) of the Companies Act, 2013 and other
applicable regulatory provisions in respect of the aforesaid
transaction.

• Verified the allotment of 18,68,512 equity shares by the
Company and acquisition of 46,71,280 equity shares of
GVWDPL with reference to statutory registers, accounting
records and supporting documents.

• Evaluated whether the transaction has been appropriately
accounted for and adequately disclosed in the financial
statements in accordance with the applicable financial
reporting framework.

Other Information

The Board of Directors of the Company is responsible for 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 and Shareholder’s Information but does not include the Standalone Financial
Statements and our auditor’s report thereon.

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 material misstatement of this other
information, we are required to report that fact. The Annual report is not made available to us as at the date
of this auditor’s report. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance 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, changes in equity 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 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 are also 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 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 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 judgement and maintain professional
skepticism throughout the audit. We are 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 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 standalone 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 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 of India in terms of sub-section (11) of Section 143 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, 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 except for the matters stated in the
paragraph 2 (j) (vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors)
Rules, 2014 (as amended).

c) The Standalone Balance Sheet, Standalone Statement of Profit and Loss (including other
comprehensive income), Standalone Statement of Changes in Equity and Standalone Statement
of Cash Flows dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid standalone financial statements comply with the Accounting
Standards specified under Section 133 of the Act read with Companies (Indian Accounting
Standards) Rules, 2015 as amended applicable there to.

e) The matter covered under para ‘material uncertainty related to going concern’ may have an
adverse effect on the functioning of the Company.

f) On the basis of the written representations received from the directors, taken on record by the
Board of Directors, none of the directors is disqualified as on March 31, 2026, from being
appointed as a director in terms of Section 164(2) of the Act.

g) With respect to the maintenance of accounts and other matters connected therewith, reference
is made to our remarks in paragraph 2 (b) above on reporting under Section 143(3)(b) and
paragraph 2 (j)(vi) below on reporting under Rule 11(g) of the Rules.

h) With respect to the adequacy of the internal financial controls with reference to standalone
financial statements of the Company and the operating effectiveness of such controls, refer to
our separate Report in “
Annexure B”.

i) 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.

The remuneration paid to directors is within the limits prescribed under the Act and is not in
excess of the limits laid down under Section 197 read with Schedule V to the Companies Act,
2013.

The Ministry of Corporate Affairs has not prescribed any other details under Section 197(16)
which are required to be commented upon by us.

j) With respect to the other matters to be included in the Auditor’s Report in accordance with
Rule 11 of the Rules, 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 which would materially affect its
financial position in its standalone financial statements;

ii. The Company has made a 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 were no amounts which were 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 have been advanced or loaned or invested (either from borrowed funds,

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, 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 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.

v. The company has not declared or paid dividend during the year and hence, our reporting
with respect to compliance with section 123 of the Act does not arises.

vi. Based on our examination, which included test checks, the Company has used accounting
software for maintaining its books of account which have a feature of recording audit trail
(edit log) facility and that has operated throughout the year for all relevant transactions
recorded in accounting software. Further, during the course of our audit we did not come
across any instance of audit trail feature being tampered with in respect of accounting
software.

As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from
April 1, 2023, reporting under Rule 11(g) of 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, 2026.

For Dhadda & Associates

Chartered Accountants

Firm Registration No: 013807S

Harsha Ramnani

Partner

Membership No: 411766

UDIN: 26411766PUMXJB9634

Place: Jaipur

Date: May 22, 2026