We have audited the accompanying Standalone Financial
Statements of REDTAPE Limited (“the Company”)
(CIN:L74101UP2021PLC156659), which comprise the
Balance Sheet as at March 31, 2025, 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 ended on that date, and notes to
the Financial Statements, including a summary of material
accounting policies and other explanatory information
(hereinafter referred to as “the Standalone Financial
Statements”).
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 Standards
prescribed under section 133 of the Act, (“Ind AS”) and
other accounting principles generally accepted in India, of
the state of affairs of the Company as at March 31, 2025
and its prof t, total comprehensive income, changes in
equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the Standalone Financial
Statements in accordance with the Standards on
Auditing (“SA”s) specif ed under section 143(10) of the
Act (SAs). 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 (ICAI) 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 made thereunder, and we have
fulfilled our other ethical responsibilities in accordance
with these requirements and the ICAI’s Code of Ethics. We
believe that the audit evidence obtained by us is sufficient
and appropriate to provide a basis for our audit opinion on
the Standalone Financial Statements.
Key Audit Matters
Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
Standalone Financial Statements of the current period.
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. We have determined
the matters described below to be the key audit matters to
be communicated in our report.
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S.
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Key Audit Matter
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Auditors’ Response
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1.
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Revenue recognition:
Refer note 20 of the Standalone Financial
Statements. The Company’s revenue relates to retail
sales through a large number of Company owned
retail outlets, franchisee outlets, E Commerce
Portals and non-retail business across the country
which is comprised high volume of transactions.
This increases the risk of revenue being recognised
inaccurately. A proper process for accounting sales
revenue is critical in order to mitigate risk of error.
For sales transactions in a certain period around
balance sheet date, it is essential to ensure whether
the transfer of control of the goods by the Company
to the customer occurs before the balance sheet
date or otherwise. Considering that there is
significant volume of sales transactions close to
the year end, involving material amounts and such
revenue recognition is subject to whether transfer
of control to the customers has occurred before the
balance sheet date or otherwise.
Also, recognition of revenue requires determination
of the net selling price after considering forecast of
sales returns and discounts. The estimate of sales
returns and discounts depends on the Company’s
return policy, contract terms, forecast of sales
volumes and past history of quantum of return.
Considering the above-mentioned factors,
appropriateness of revenue recognition has been
considered as a key audit matter.
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Principal Audit Procedures:
We evaluated the design of internal controls over recognition
of revenue in the appropriate period in accordance with
the Company’s accounting policy. On a sample basis, we
tested the operating effectiveness of the internal control
relating to determination of point in time at which the
transfer of control of the goods occurs.
We tested the sale transactions on a sample basis, by
examining the underlying documents such as sales invoice,
customer contracts, shipping/dispatch documents along
with proof of delivery and agreeing them with the cash /
credit card / online receipts and bank deposits.
We evaluated the Company’s policy for returns and
performed an analysis of trend for sales return in case of
the business and tested appropriateness of the provision
for sales return as at the year-end.
Based on above procedures, we observed that sales
revenue has been properly recognized by the Company.
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2
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Right of Use Assets and Lease Liabilities
Refer note 4, 14 and 35 of the Standalone Financial
Statements. The Company act as a lessee in large
number of leases so accounting of Right of use
assets and Lease liabilities has a significant impact
on the Standalone Financial Statements. A number
of judgements have been applied and estimates
made in determining the impact of right of use
assets and lease liabilities (mainly to assess the
applicable discount rate).
We considered the accounting of Right of use
assets and Lease liabilities as a key audit matter due
to the material nature of leases and the significance
of the management’s judgements in determining the
applicable discount rate.
Additionally, there is a risk that the lease data which
is used in the calculation of Right of use assets and
Lease liabilities is incomplete or inaccurate.
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Principal Audit Procedures:
We evaluated the design and operating effectiveness of key
controls around accounting for leases in accordance with
the Company’s accounting policy.
We reviewed the management assumptions, specifically on
the assumptions underlying determination of the discount
rates used to calculate the lease obligation.
We assessed the accuracy of the lease data by testing the
lease data captured by management for a sample of leases
through the inspection of lease documentation.
We tested the completeness of the lease data by reconciling
the Company’s existing lease commitments to the lease
data used for determining right of use assets and lease
liabilities.
We evaluated whether the disclosures included in the notes
to the Standalone Financial Statements are in conformity
with the applicable standard.
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Information Other than Financial Statements
and Auditor’s Report Thereon
The Company’s Board of Directors 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, Business Responsibility and Sustainability Report,
Corporate Governance and Shareholder’s Information, but
does not include the Consolidated Financial Statements,
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 a material misstatement of this other information,
we are required to report that fact. We have nothing to
report in this regard as we have not received any other
information namely Management Discussion and Analysis,
Board’s Report including Annexures to Board’s Report,
Business Responsibility Report and Corporate Governance
as the case may be from the company.
When we read the other information as stated in above
para, if we conclude that there is a material misstatement
therein, we are required to communicate the matter to
those charged with governance.
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, including other comprehensive
income, changes in equity and cash flows of the Company
in accordance with the Ind AS and other accounting
principles generally accepted in India. This responsibility
also includes maintenance of adequate accounting
records in accordance with the provisions of the Act for
safeguarding the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and
application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent;
and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the
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 Board of
Directors either intends to liquidate the Company or to
cease operations, or has no realistic alternative but to do
so.
The Board of Directors are also responsible for overseeing
the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the
Standalone 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 the 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 our 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 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 financial control
relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under
section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company has
adequate internal financial controls with reference to
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 Section 143(3) of the Act, based on
our audit, we report that:
a) We have sought and obtained all the information
and explanations which to the best of our
knowledge and belief were necessary for the
purposes of our audit.
b) In our opinion, proper books of account as
required by law have been kept by the Company
so far as it appears from our examination of
those books.
c) The Balance Sheet, the Statement of Profit
and Loss including Other Comprehensive
Income, Statement of Changes in Equity and
the 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 Ind AS
specified under Section 133 of the Act.
e) On the basis of the written representations
received from the directors as on March 31,
2025 taken on record by the Board of Directors,
none of the directors is disqualified as on March
31, 2025 from being appointed as a director in
terms of Section 164 (2) of the Act.
f) With respect to the adequacy of the internal
financial controls with reference to Standalone
Financial Statements of the Company and the
operating effectiveness of such controls, refer
to our separate Report in “Annexure A”. Our
report expresses an unmodified opinion on
the adequacy and operating effectiveness of
the Company’s internal financial controls with
reference to Standalone Financial Statements.
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 remuneration paid by the Company to its
directors during the year is in accordance with
the provisions of section 197 of the Act.
h) With respect to the other matters to be included
in the Auditor’s Report in accordance with
Rule 11 of the Companies (Audit and Auditors)
Rules, 2014, as amended, in our opinion and to
the best of our information and according to the
explanations given to us:
i. The Company has disclosed the impact of
pending litigations on its financial position
in its Standalone Financial Statements -
Refer Note 31
ii. The Company did not have any long-term
contracts including derivative contracts
for which there were any material
foreseeable losses.
iii. There has been no delay in transferring
amounts, required to be transferred, if any,
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 (which are
material either individually or in the
aggregate) have been advanced
or loaned or invested (either from
borrowed funds or share premium
or any other sources or kind of
funds) by the Company to or in any
other person or entity, including
foreign entity ("Intermediaries"),
with the understanding, whether
recorded in writing or otherwise,
that the Intermediary shall, whether,
directly or indirectly lend or invest in
other persons or entities identified
in any manner whatsoever by or on
behalf of the Company ("Ultimate
Beneficiaries") or provide any
guarantee, security or the like on
behalf of the Ultimate Beneficiaries;
(b) The Management has represented,
that, to the best of its knowledge
and belief, no funds (which are
material either individually or in
the aggregate) have been received
by the Company from any person
or entity, including foreign entity
("Funding Parties"), with the
understanding, whether recorded
in writing or otherwise, that the
Company shall, whether, directly
or indirectly, lend or invest in other
persons or entities identified in any
manner whatsoever by or on behalf
of the Funding Party ("Ultimate
Beneficiaries") or provide any
guarantee, security or the like on
behalf of the Ultimate Beneficiaries;
(c) Based on the audit procedures
that have been considered
reasonable and appropriate in the
circumstances, nothing has come
to our notice that has caused us
to believe that the representations
under sub-clause (i) and (ii) of Rule
11(e), as provided under (a) and
(b) above, contain any material
misstatement.
v. As stated in Note 11.2 (a) and 2(i)(IX) to
the Standalone Financial Statements, The
interim dividend declared and paid by the
Company during the year and until the
date of this report is in compliance with
Section 123 of the Act.
As stated in Note 46 to the Standalone
Financial Statements, the Board of
Directors of the Company has proposed
final dividend for the year which is subject
to the approval of the members at the
ensuing Annual General Meeting. Such
dividend proposed is in accordance with
Section 123 of the Act, as applicable.
vi. Based on our examination, which included
test checks, the Company has used
accounting softwares for maintaining its
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 softwares. Further, during
the course of our audit we did not come
across any instance of the audit trail
feature being tampered with and the audit
trial has been preserved by the company
as per the statutory requirements for the
record retention.
2. As required by the Companies (Auditor’s Report)
Order, 2020 (the “Order”) issued by the Central
Government in terms of Section 143(11) of the Act,
we give in “Annexure B” a statement on the matters
specified in paragraphs 3 and 4 of the Order.
For and on behalf of
Ashwani & Associates
Chartered Accountants
Firm Registration Number: 000497N
by the hand of
Aditya Kumar
Partner
Membership No.:506955
UDIN: 25506955BMMHXF7236
Place: Noida
Dated: May 27, 2025
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