1. We have audited the accompanying standalone finan¬ cial statements of Raymond Lifestyle Limited (the ‘Company’), which comprise the Standalone Balance Sheet as at 31 March 2025, the Standalone Statement of Profit and Loss (including Other Comprehensive In¬ come), the Standalone Statement of Cash Flow and the Standalone Statement of Changes in Equity for the year then ended, and notes to the standalone financial state¬ ments, including material accounting policy information and other explanatory information.
2. In our opinion and to the best of our information and according to the explanations given to us, the afore¬ said standalone financial statements give the informa¬ tion 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 (‘Ind AS’) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 (as amended) and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2025, and its profit (including other com¬ prehensive income - gain), its cash flows and the chang¬ es in equity for the year ended on that date.
Basis for Opinion
3. We conducted our audit in accordance with the Stan¬ dards on Auditing 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 ac¬ cordance 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 provi¬ sions 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 issued by the ICAI. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Emphasis of Matter - Demerger of lifestyle business un¬ dertaking
4. We draw attention to note 53 to the accompanying Statement, which states that the scheme of arrange¬ ment (the ‘Scheme’) between Raymond Limited (‘De¬ merged Company’), Raymond Lifestyle Limited (for¬ merly known as ‘Raymond Consumer Care Limited’) (the ‘Company’), Ray Global Consumer Trading Limit¬ ed (‘Transferor Company’) and their respective share¬ holders has been given effect based on the appoint¬ ed date of 01 April 2023, as approved by the Hon’ble National Company Law Tribunal which is deemed to be the acquisition date for the purpose of account¬ ing under Ind AS 103 “Business Combinations” (‘Ind AS 103’). Consequently, financial information as at and for the year ended 31 March 2024 included in the accompanying standalone financial statements has been restated. Our opinion is not modified in respect of this matter.
Key Audit Matters
5. Key audit matters are those matters that, in our profes¬ sional judgment, were of most significance in our audit of the standalone financial statements of the current pe¬ riod. 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 pro¬ vide a separate opinion on these matters.
6. We have determined the matters described below to be the key audit matters to be communicated in our report.
Key audit matters
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How our audit addressed the key audit matters
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Revenue recognition
Refer notes 1(B)(r) and 25 to the standalone financial statements for the material accounting policy information on revenue recognition and details of revenue recognised during the year respectively.
The Company’s revenue is primarily derived from sale of goods (apparel and textile) that are sold through various distribution channels. The Company and its external stakeholders focus on revenue as a key performance metric.
Revenue from sale of goods is recognised in accordance with Ind AS 115, Revenue from Contracts with Customers, at a point in time when control of goods is transferred to the customer and there are no longer any unfulfilled performance obligations. This typically occurs at the time of dispatch, delivery or upon formal customer acceptance depending on customer terms which may vary for each customer.
Further, the Company operates various incentive schemes for its retailers and distributors which are generally based on sales volume achieved within a stipulated period. Estimating accruals towards such incentives involves management judgement regarding sales likely to be achieved by each retailer/ distributor.
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Our procedures included, but were not limited to the following:
• Assessed the appropriateness of the Company’s revenue recognition accounting policies, including those relating to incentives and sales returns, in accordance with applicable accounting standards;
• Evaluated the design and tested the operating effectiveness of internal financial controls including general and specific application information technology controls around revenue recognition, incentive accruals and provision for sales return;
• Selected a sample of key customer contracts and incentive schemes to understand performance obligation;
• Performed substantive testing on selected samples in respect to revenue transactions recorded during the year and transactions recorded during specific periods before and after year-end by inspecting supporting documents such as customer acceptances, invoices, shipping documents, proofs of dispatch, delivery, etc. to ensure the accuracy and completeness of revenue recorded for such transactions in the correct period;
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The Company also makes provisions for sales returns based on
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•
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Tested samples of credit notes issued during the year and
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historic trends and assessment of market conditions.
Considering the materiality of amounts involved, significant
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subsequent to year end, to confirm appropriateness of revenue recognised during the current year;
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management judgements and estimates involved in estimating
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•
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For contracts involving variable consideration, we examined
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the accrual for incentives and sales return provisions and auditor
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the terms and conditions pertaining to incentives from the
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efforts involved in evaluating contracts with distinct commercial
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underlying scheme documents. Further, we discussed and
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and delivery terms determining the timing of transfer of control,
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obtained an understanding from the management of the key
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revenue recognition is considered to be a key audit matter for the
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assumptions applied and inputs used in estimating provisions
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current year audit.
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for incentives as well as sales returns and compared the provisions made by the management with past trends and our understanding of prevailing market conditions;
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•
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Performed substantive analytical procedures such as customer-wise variance analysis and product-wise analysis to identify any unusual trends and/or material variances;
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•
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Tested a sample of manual journal entries posted to revenue ledgers to identify any unusual items; and
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•
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Assessed the appropriateness and adequacy of disclosures included in the standalone financial statements, in accordance with the requirements of applicable financial reporting framework.
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Accounting for business combination and impairment assessment of intangibles with indefinite useful life:
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Our procedures included, but were not limited to the following:
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Refer note 1(B)(e) and 1(D) for Company's material accounting
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For accounting for business combination
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policy information and notes 53 and 4 for details of business
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•
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Evaluated the design and tested the operating effectiveness
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combination and impairment assessment related disclosures in
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of the Company's controls over accounting of business
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the accompanying standalone financial statements.
During the current year, the Company acquired the lifestyle
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combination which includes valuation of acquired assets and liabilities, including identifiable intangible assets;
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business undertaking of Raymond Limited on a going concern
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•
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Assessed the appropriateness of the accounting policy
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basis, pursuant to composite scheme of arrangement of demerger
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adopted by the management in terms of the requirements of Ind AS 103;
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(the ‘Scheme') with appointed date as 01 April 2023, effective from
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30 June 2024 being the date of filing of certified order of National
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•
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Obtained the Scheme and related acquisition documents
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Company Law Tribunal (‘NCLT') with Registrar of Companies
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to gain an understanding of assets and liabilities acquired,
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(‘ROC').
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the consideration transferred and to evaluate management's
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The accounting of this transaction has been done in accordance
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judgement applied in determination of control and acquisition
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with Ind AS 103, as on the appointed date, which required
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date, in accordance with Ind AS 103;
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recognition of assets being acquired and liabilities assumed,
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•
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Obtained management's external valuation expert's report on
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including identifiable intangible assets to be recognised at their
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purchase price allocation of assets and liabilities acquired
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fair value on the date of acquisition. As a result of this acquisition,
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including valuation of intangible assets and assessed the
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the management has also recognised a capital reserve as at
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competence, capability, and objectivity of such management
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appointed date and has restated its comparative financial information.
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expert;
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•
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Involved auditor's valuation experts to assist us in validating
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The management had appointed an external valuation expert to
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the key valuation assumptions and methodology considered
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allocate the purchase consideration, to the acquired assets and
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by the management's expert to allocate the purchase price to
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liabilities including identified intangible assets as per the fair
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assets acquired and liabilities assumed including identified
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values determined using various valuation models, which involved significant management estimates and judgements including the
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intangible assets;
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model used, growth rate of the businesses acquired, discount
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•
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Tested the arithmetic accuracy of the computation of capital
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rates etc., which involve high inherent estimation uncertainty.
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reserve; and
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Further, as part of annual impairment testing, as at reporting
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•
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Evaluated the appropriateness and adequacy of disclosures
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date, management has engaged independent valuation experts
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given in the standalone financial statements, including
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to perform impairment assessment of intangible assets with
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disclosure of significant assumptions and judgements used
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indefinite useful life which were acquired as a result of this
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by management, in accordance with applicable financial
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business combination. The value in use has been ascertained as
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reporting framework.
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recoverable value of such intangible assets which is, based on
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For impairment assessment of intangible assets with indefinite
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comparable companies' methodology, in accordance with Ind AS 36 “Impairment of Assets” (‘Ind AS 36'). This involved significant
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useful life
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estimates and judgments by the management in relation to
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•
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Obtained an understanding of the management process for
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discount rate, cost of disposal etc.
|
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annual impairment assessment of such intangible assets and assessed the appropriateness of the Company's accounting policy for impairment of non-financial assets in accordance with Ind AS 36;
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Accordingly, we have considered the above business combination
|
•
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Evaluated the design and tested the operating effectiveness of
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to be a matter of most significance to our current year audit
|
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the Company's controls over the impairment assessment of
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considering the materiality of the amounts involved, significant
|
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intangibles with indefinite life and estimating its recoverable
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complex judgements and estimates involved in purchase price
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amount;
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allocation, accounting as per the requirements of Ind AS 103,
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•
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Obtained management's external valuation specialist's report
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including ‘control' assessment, identification and measurement of
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and assessed the competence, capability, and objectivity of
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intangible assets. Further, as stated above, significant judgments
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such management's expert;
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and estimates were also involved in annual impairment testing
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•
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Involved auditor's valuation experts to assist in evaluating the
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of acquired intangible assets with indefinite useful life which are
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appropriateness of the valuation methodology used and the
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inherently subjective. Therefore, we have identified these matters
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reasonableness of the assumptions used by the management's
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as key audit matters for the current year audit.
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expert to calculate the recoverable amount;
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The above matter with respect to accounting of business
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•
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Evaluated and challenged management's assumptions used
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combination with effect from appointed date is also considered
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in the impairment assessment, particularly those related
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fundamental to the understanding of the users of the
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to discount rate and cost of disposal etc., based on our
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accompanying standalone financial statements.
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understanding of the business, past results, approved business plans and external factors;
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•
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Evaluated the sensitivity analysis performed by management for reasonably possible changes in the key assumptions, used in estimating the recoverable amount to determine and to assesses the estimation uncertainties i.e, whether reasonable changes in these key assumptions would result in the carrying amounts to exceed the recoverable amounts;
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•
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Evaluated the appropriateness and adequacy of disclosures given in the standalone financial statements, including disclosure of significant assumptions and judgements used by management, in accordance with applicable financial reporting framework.
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Cybersecurity incident related to financial reporting
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Our procedures included, but were not limited to the following:
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Information Technology (IT) systems
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•
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Assessed the impact of the cybersecurity incident on the
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Refer note 50 to the accompanying standalone financial
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Company's financial reporting IT environment, including data
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statements for disclosure with respect to the cybersecurity
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security, and the effectiveness of internal financial controls;
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incident.
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•
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Obtained and reviewed the reports of the external IT
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During the current year, the Company had identified a ransomware
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consultants, engaged by management to understand the cause
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attack within its IT network that affected its financial reporting
|
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of the incident and its impact on Company's IT infrastructure,
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IT systems and operations and caused a temporary interruption
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including financial systems;
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of system operations from 11 February 2025 to 16 February
|
With the assistance of auditor's IT and cyber incident response
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2025. The Company is significantly dependent on its financial
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specialists, we evaluated the actions taken by the management
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reporting IT systems for processing information and financial data
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in response to the cybersecurity incident, performed
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that support the overall preparation of the standalone financial
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procedures to evaluate management's conclusions on the
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statements.
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extent of impact of the incident on the Company's internal
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In response, management promptly initiated containment,
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control environment, financial reporting IT systems, measures
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evaluation, restoration, and remediation measures, with the
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taken for restoration of data and improvements made to the IT
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assistance of external cybersecurity and IT specialists including
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security control environment;
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implementation of necessary alternate controls and manual
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•
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Assessed management's evaluation and conclusions with
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reconstruction of financial data for the interrupted period.
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respect to compliance with applicable laws and regulations and also inquired with Company's internal IT and compliance
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Following the completion of the aforesaid remediation activities, the Company has assessed and concluded that the incident
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teams to corroborate management's assessment;
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did not impact the accuracy and completeness of the financial
|
•
|
With the assistance of auditor's IT specialists, we tested
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information.
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Company's IT general controls and IT automated controls for
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undisrupted periods;
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This incident necessitated significant auditors' effort, including
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•
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With respect to the manual data reconstruction approach
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involvement of professionals with expertise in cyber incident
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adopted by the management, we performed the following
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response and IT, and significant auditors' professional judgements
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procedures, amongst others, to ensure the completeness and
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were involved in designing the audit procedures and evaluating the
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accuracy of data restored:
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management's response on potential extent and consequences of
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>
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the cybersecurity incident on the Company's financial reporting
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Obtained an understanding of process followed by the
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IT environment and controls and manual data reconstruction
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management in consultation with management's cyber and IT
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approach adopted by the management. Accordingly, we have identified the cybersecurity incident as a key audit matter for the
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specialists for manual reconstruction of data and performed walkthrough of such process;
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current year audit.
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>
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For the period of data loss where manual controls were implemented by the management and data was restored from alternative backups, performed reconciliations and tested additional samples on test check basis for ascertaining the accuracy and completeness of transactions in such period, with support of IT specialist as required.
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•
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We assessed whether the disclosures made by management in the standalone financial statements are appropriate and adequate.
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Write down of inventories to net realisable value
|
Our procedures included, but were not limited to the following:
|
Refer note 1(C)(ii) to the accompanying standalone financial
|
• Understood the management’s process and
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statements for material accounting policy information on
|
methodology of identifying slow-moving/non-moving inventories
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inventories and note 9 for details of inventories as at 31 March
|
and NRV assessment and assessed the appropriateness of
|
2025. As at 31 March 2025, the Company held inventories of
|
Company’s accounting policy for provision for inventories in
|
Rs. 136,421 lakhs (after considering provision for slow moving/
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accordance with Ind AS 2;
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non-moving inventories of T 13,545 Lakhs), which represents a
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• Evaluated the design and tested the operating
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significant portion of total assets of the Company. In accordance
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effectiveness of internal financial controls relating to inventory
|
with Ind AS 2 “Inventories” (‘Ind AS 2’), inventories are carried at
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provisioning as per Ind AS.
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lower of cost or net realisable value (‘NRV’).
|
• Evaluated the management’s assessment for estimating
|
The Company maintains inventory levels based on forecasted
|
NRV by comparing carrying value of such inventories with
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demand and expected future selling prices. Given that the
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subsequent and recent selling prices on a sample basis.
|
Company operates in a fast-changing fashion market where there
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• Evaluated the reasonableness of assumptions and
|
is a risk of inventory falling out of fashion and proving difficult to
|
estimates used by the management while determining provision
|
be sold above cost, accordingly there is a risk of inventories being
|
for slow moving inventories including age of the inventory product,
|
measured at values which are not representative of the lower of
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historical experience, current trend and future expectations based
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costs and NRV.
|
on our understanding of the business;
|
Management estimates provision for slow-moving/ non-moving
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• Tested the ageing report on sample basis and performed
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inventories for different product categories basis their assessment
|
procedures to ensure its completeness and accuracy of such
|
of current and expected future trends, ageing of such inventory
|
report.
|
and historical experience in liquidating aged inventory.
|
• Attended the physical inventory count performed by
|
Owing to the significance of carrying amount of inventories and
|
the management near to the year end and as at reporting date to
|
significant management judgements and estimates involved in
|
observe the existence and physical condition of inventory.
|
assessing future market and economic conditions and trends
|
• Performed substantive analytical procedures such
|
while assessing provision for slow-moving/non-moving inventory,
|
as ageing analysis, NRV testing etc. for reasonableness of
|
we have considered this matter as key audit matter for the current
|
provisioning towards inventories.
|
year audit.
|
• Evaluated the appropriateness and adequacy of disclosures included in the standalone financial statements, in accordance with the requirements of applicable financial reporting framework.
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Information other than the Standalone Financial State¬ ments and Auditor’s Report thereon
7. The Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Annual Report but does not include the standalone financial statements and our auditor’s report thereon. The Annual Report is expected to be made available to us after the date of this auditor’s report.
Our opinion on the standalone financial statements does not cover the other information and we will not ex¬ press any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other infor¬ mation identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with gover¬ nance.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial State¬ ments
8. The accompanying standalone financial statements have been approved by the Company’s Board of Direc¬ tors. The Company’s Board of Directors are responsible for the matters stated in section 134(5) of the Act with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance in¬ cluding other comprehensive income, changes in equity
and cash flows of the Company in accordance with the Ind AS specified under section 133 of the Act 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 of the assets of the Compa¬ ny 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, implemen¬ tation 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 finan¬ cial statements that give a true and fair view and are free from material misstatement, whether due to fraud or er¬ ror.
9. In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Com¬ pany’s ability to continue as a going concern, disclos¬ ing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Com¬ pany or to cease operations, or has no realistic alterna¬ tive but to do so.
10. The Board of Directors is also responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Stand¬ alone Financial Statements
11. 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 in¬ cludes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit con¬ ducted in accordance with Standards on Auditing will
always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are con¬ sidered material if, individually or in the aggregate, they could reasonably be expected to influence the econom¬ ic decisions of users taken on the basis of these stand¬ alone financial statements.
12. As part of an audit in accordance with Standards on Au¬ diting, specified under section 143(10) of the Act, we ex¬ ercise professional judgment and maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstate¬ ment of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and ob¬ tain audit evidence that is sufficient and appropri¬ ate 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 rele¬ vant 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 Compa¬ ny has adequate internal financial controls with ref¬ erence to standalone financial statements in place and the operating effectiveness of such controls;
• Evaluate the appropriateness of accounting poli¬ cies used and the reasonableness of accounting estimates and related disclosures made by man¬ agement;
• Conclude on the appropriateness of Board of Direc¬ tors’ use of the going concern basis of accounting and, based on the audit evidence obtained, wheth¬ er 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 in¬ adequate, 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; and
• Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the stand¬ alone financial statements represent the under¬ lying transactions and events in a manner that achieves fair presentation.
13. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, includ¬ ing any significant deficiencies in internal control that we identify during our audit.
14. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to commu-
nicate with them all relationships and other matters that may reasonably be thought to bear on our indepen¬ dence, and where applicable, related safeguards.
15. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone finan¬ cial 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 pub¬ lic 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 expect¬ ed to outweigh the public interest benefits of such com¬ munication.
Other matter
16. The special purpose financial information of demerged lifestyle business of Raymond Limited for the year ended 31 March 2024 and forming part of comparative stand¬ alone financial statements of the Company for the year ended 31 March 2024, as included in the accompanying standalone financial statements, was audited by oth¬ er auditors, Ashok T. Khedekar, Chartered Accountant, who have expressed an unmodified opinion on those special purpose financial information vide their audit re¬ port dated 24 October 2024. Our opinion is not modified in respect of this matter.
Report on Other Legal and Regulatory Requirements
17. As required by section 197(16) of the Act, based on our audit, we report that the Company has paid remunera¬ tion to its directors during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.
18. 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 Annexure - I, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
19. Further to our comments in Annexure - I, as required by section 143(3) of the Act based on our audit, we report, to the extent applicable, that:
a) We have sought and obtained all the information and ex¬ planations which to the best of our knowledge and belief were necessary for the purpose of our audit of the ac¬ companying standalone financial statements;
b) Except for the matters stated in paragraph 19(h)(vi) be¬ low on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended), in our opinion, proper books of account as required by law re¬ lating to preparation of the aforesaid standalone finan¬ cial statements have been kept so far as it appears from our examination of those books. Further, the back-up of the books of account and other books and papers of the Company maintained in electronic mode has been maintained on servers physically located in India, on a daily basis, except during the period of cybersecurity in¬ cident as further explained in note 50 to the accompany¬ ing standalone financial statements;
c) The standalone financial statements dealt with by this report are in agreement with the books of account;
d) In our opinion, the aforesaid standalone financial state¬ ments comply with Ind AS specified under section 133 of the Act;
e) On the basis of the written representations received from the directors and taken on record by the Board of Directors of the Company, none of the directors is dis¬ qualified as on 31 March 2025 from being appointed as a director in terms of section 164(2) of the Act;
f) The reservation relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph 19(b) above on reporting under section 143(3) (b) of the Act and paragraph 19(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended);
g) With respect to the adequacy of the internal financial controls with reference to standalone financial state¬ ments of the Company as on 31 March 2025 and the op¬ erating effectiveness of such controls, refer to our sepa¬ rate report in Annexure - II, wherein we have expressed an unmodified opinion; and
h) With respect to the other matters to be included in the Auditor’s Report in accordance with rule 11 of the Com¬ panies (Audit and Auditors) Rules, 2014 (as amended), in our opinion and to the best of our information and ac¬ cording to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position as at 31 March 2025;
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2025;
iii. There has been no delay in transferring amounts, re¬ quired to be transferred, to the Investor Education and Protection Fund by the Company during the year ended 31 March 2025;
a. The management has represented that, to the best of its knowledge and belief, as disclosed in note 56(e) to the standalone financial statements, 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 persons or entities, including foreign entities (the ‘intermediaries’),
with the understanding, whether recorded in writing or otherwise, that the intermediary shall, whether, direct¬ ly 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 the Ultimate Beneficiaries;
b. The management has represented that, to the best of its knowledge and belief, as disclosed in note 56(e) to the standalone financial statements, no funds have been received by the Company from any persons or entities, including foreign entities (the ‘Funding Parties’), with the understanding, whether recorded in writing or oth¬ erwise, that the Company shall, whether directly or in¬ directly, lend or invest in other persons or entities iden¬ tified 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 consid¬ ered reasonable and appropriate in the circumstanc¬ es, nothing has come to our notice that has caused us to believe that the management representations under sub-clauses (a) and (b) above contain any material mis¬ statement.
v. The final dividend paid by the Company, pursuant to the Scheme as referred in note 53 to the accompanying standalone financial statements, during the year ended 31 March 2025 in respect of such dividend declared for the previous year is in accordance with section 123 of the Act to the extent it applies to payment of dividend.
vi. As stated in note 51 to the standalone financial state¬ ments and based on our examination which included test checks, except for instance mentioned below, the Company in respect of financial year commencing on 1 April 2024, has used accounting software for maintain¬ ing its books of account which has a feature of recording audit trail (edit log) facility and the same has been oper¬ ated throughout the year for all relevant transactions re¬ corded in the software. Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered with other than the consequen¬ tial impact of the exception given below. Furthermore, other than the consequential impact of the exceptions below, the audit trail has been preserved by the Compa¬ ny as per the statutory requirements for record retention where such feature was enabled.
Nature of exception noted
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Details of exception
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instances of accounting software for maintaining books of ac¬ count for which the feature of recording audit trail (edit log) facil¬ ity was not operated throughout the year for all relevant transac¬ tions recorded in the software
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The audit trail feature was not enabled at the database level for accounting software to log any direct data changes, used for maintenance of all accounting records by the Company
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For Walker Chandiok & Co LLP
Chartered Accountants Firm’s Registration No.: 001076N/N500013
Bharat Shetty Partner
Membership No.: 106815 UDIN: 25106815BMJIFL2423 Place: Mumbai Date: 12 May 2025
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