We have audited the accompanying IND AS Financial Statements of SPICK LOUNGE
FOOD WORKS LIMITED (Formerly known as Shalimar Agencies Limited) ("the
company"), which comprise the Balance Sheet as at 31st March, 2025, the Statement of
Profit and Loss (including Other Comprehensive Income), the Cash Flow Statement and
the Statement of changes in equity for the year then ended, and notes to financial
statements including a summary of significant accounting policies and other
explanatory information.
In our opinion and to the best of our information and according to the explanations
given to us, tire aforesaid financial statements give the information required by the
Companies Act, 2013 ("Act") in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the slate ol
affairs of the Company as at March 31, 2025, loss and its cash flows for the year ended
on that date.
Basis for Opinion
We conducted our audit of the financial statements in accordance with the Standards on
Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those
Standards are further described in the Auditor's Responsibilities for tire Audit of the
Financial Statements section of our report. We are independent of the Group in accordance
with the Code of Ethics issued by tire Institute of Chartered Accountants of India (ICAI)
together with the independence requirements that are relevant to our audit of the financial
statements under lire provisions of the Act and the Rules made there under, and we have
fulfilled our other ethical responsibilities in accordance with these requirements and the
ICAI's Code of Ethics. We believe that the audit evidence we have obtained is sufficient
and appropriate to provide a basis for our audit opinion on tire financial statements.
Information Other than the Financial Statements and Auditor's Report Thereon
Tire Company's Board of Directors is responsible for tire preparation of the other
information. Tire other information comprises tire information included in the
Management Discussion and Analysis, Board's Report including Amrexure to Board's
Report, Business Responsibility Report, Corporate Governance and Shareholder's
Information, but does not include tire financial statements and our auditor's report
thereon.
Our opinion on the financial statements does not cover the other information and we do
not express any form of assurance conclusion thereon, financial statements, our
responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge
obtained during the course of our audit or otherwise appears to be materially misstated.
Management's Responsibility for the Standalone Financial Statements
The Company's Board of Directors is responsible for the matters stated in section
134(5) of the Companies Act, 2013 ("The Act"), with respect to the preparation of
these financial statements that give a true and fail* view of the financial position,
financial performance, total comprehensive income, changes in equity and cash flows
of the Company in accordance with tire 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 tire
assets of the Company and for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records, relevant to the
preparation and presentation of the financial statements that give a true and fail' view
and are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing tire
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.
Tire 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 financial statements
as a whole are free from material misstatement, whether due to fraud or error, and to
issue an auditor's report that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in accordance with SAs will
always detect a material misstatement when it exists. Misstatements can arise from fraud
or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and
maintain professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements,
whether due to fraud or error, design and perform audit procedures responsive to
those risks, and obtain audit evidence that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a material misstatement resulting fiom
fraud is higher than for one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal financial controls relevant to the audit in order to
design audit Procedures that is appropriate in the circumstances. Under section
143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the
Company has adequate internal financial controls system in place and the operating
effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by management.
• Conclude on the appropriateness 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 uncertainly exists;
we are required to draw attention in our auditor's report to the related disclosures in
the financial statements or, if such disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence obtained up to the date of our
auditor's report. However, future events or conditions may cause the Company to
cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements,
including the disclosures, and whether the financial statements represent the
underlying transactions and events in a maimer that achieves fan presentation.
• Materiality is the magnitude of misstatements in the financial statements that,
individually or in aggregate, makes it probable that the economic decisions of a
reasonably knowledgeable user of the financial statements may be influenced. We
consider quantitative materiality and qualitative factors in (i) planning the scope of our
audit work and in evaluating the results of our work; and (ii) to evaluate the effect of
any identified misstatements in the financial statements.
• We communicate with those charged with governance regarding, among other
matters, the planned scope and timing of the audit and significant audit findings,
including any significant deficiencies in internal control that we identify during our
audit.
• We also provide those charged with governance with a statement that we have
complied with relevant ethical requirements regarding independence, and to
communicate with them all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable, related safeguards.
• From tire matters communicated with those charged with governance, we determine
those matters that were of most significance in tire audit of the financial statements of
tire 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.
2. 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 Flow dealt with by this Report are in agreement with the relevant books of
account.
d) In our opinion, the aforesaid financial statements comply with tire IND AS
specified under Section 133 of the Act, read with relevant rules issued there under.
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 16-4 (2) of the Act.
0 With respect to the adequacy of the internal financial controls over financial
reporting of the Company and the operating effectiveness of such controls, refer
to our separate Report in "Annexure B".
g) 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 does not have any pending litigations which would impact its
financial position
ii. The Company did not have any long-term contracts including derivative contracts
for which there were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company.
iv. 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 or
share premium or any other sources or kind of funds) by the Company to or in
any other persons or entities, including foreign entities ("Intermediaries"), with
the understanding, whether recorded in writing or otherwise, that the
Intermediary shall, directly or indirectly lend or invest in other persons or entities
identified in any manner whatsoever ("Ultimate Beneficiaries") by or on behalf of
the Company or provide any guarantee, security or the like on behalf of the
Ultimate Beneficiaries.
v. [Tie Management has represented that, to the best of its knowledge and belief, no
funds have been received by the Company from any persons or entities, including
foreign entities ("Funding Parties"), with the understanding, whether recorded in
writing or otherwise, that the Company shall directly or indirectly, lend or invest
in other persons or entities identified in any manner whatsoever (' Ultimate
Beneficiaries") by or on behalf of the Funding Parties or provide any guarantee,
security or the like on behalf of the Ultimate Beneficiaries.
vi. Based on the audit procedures performed 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 as above in (iv) and (v)
under sub-clause (i) and (ii) of Rule 11(e) contain any material misstatement.
vii. The company has not declared or paid any dividend during the year.
viii. The Company has used such accounting software for maintaining its books of
account which has a feature of recording audit trail (edit log) facility and the same
has been operated throughout the year for all transactions recorded in the
software and the audit trail feature has not been tampered with and the audit trail
has been preserved by the company as per the statutory requirements for record
retention.
For JMT & Associates.
Chartered Accountants
FRN: 104167W
Sd/-
Vijaya Pratap. M
Partner
Membership No. 213766
UDIN: 25213766BMIXVH8748
Place: Mumbai
Date: 28-05-2025
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