We have audited the financial statements of Thomas Scott (India) Limited (“the Company”), which
comprise the Balance Sheet as at 31st March, 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 a summary of the 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,
the aforesaid 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 read with the Companies (Indian
Accounting Standards) Rules, 2015, as amended (“Ind AS”) and other accounting principles
generally accepted in India, of the state of affairs of the Company as at 31st March, 2025, the
Profit and total comprehensive profit, changes in equity and its cash flow 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 the Audit of the Financial Statements section
of our report. We are independent of the Company in accordance with the Code of Ethics issued
by the Institute of Chartered Accountants of India (‘ICAI’) together with the ethical requirements
that are relevant to our audit of the financial statements under 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 we have obtained
is sufficient and appropriate to provide a basis for our opinion on the 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 financial statements of the current period. These matters were addressed in the
context of our audit of the financial statements as a whole, and in forming our opinion thereon,
and we do not provide a separate opinion on these matters.
We have determined that there are no key audit matters to be communicated in our report.
Other Information
The Company’s Board of Directors is responsible for preparation of the other information. Other
information comprises the information included in the Company’s Annual Report, but does not
include the financial statements and our auditor’s report thereon.
Our opinion on the financial statements does not cover the other information and we will not
express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information identified above when it becomes available 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.
Responsibilities of Management and those charged with Governance for the Financial
Statements
The Company’s Board of Directors are responsible for the matters stated in section 134(5) of the
Act with respect to preparation of these Financial Statements that give a true and fair view of the
financial position, financial performance, total 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
provisions of the Act for safeguarding 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
accuracy and completeness of the accounting records, relevant to preparation and presentation of
the financial statements that give a true and fair view and are free from material misstatement,
whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern
and using the going concern basis of accounting unless management either intends to liquidate the
Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the Company’s financial reporting
process.
Auditor’s Responsibilities for 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 auditors ’
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with SAs will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain
professional skepticism throughout the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether
due to fraud or error, design and perform audit procedures responsive to those risks, and
obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or 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 financial statements in place and the operating
effectiveness of such controls.
• Evaluate appropriateness of accounting policies used and reasonableness of accounting
estimates and related disclosures made by management.
• Conclude on appropriateness of management’s use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Company’s ability to continue as
a going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial statements or, if
such disclosures are inadequate, to modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditors ’ report. However, future events or
conditions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including
the disclosures, and whether the financial statements represent the underlying transactions
and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence,
and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the financial statements of the current
period and are therefore the key audit matters. We describe these matters in our auditor’s
report unless law or regulation precludes public disclosure about the matter or when, in
extremely rare circumstances, we determine that a matter should not be communicated in our
report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued
by the Central Government of India in terms of Sub-section (11) of Section 143 of
the Act, and on the basis of such checks of the books and records of the Company as
we considered appropriate and according to the information and explanations given
to us, we give in the Annexure-A a statement on the matters specified in paragraph 3
of the Order.
2. (A) 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 appears from our examination of those books of
accounts;
c) The Balance Sheet, Statement of Profit and Loss (including other
comprehensive income), the Cash Flow Statement and Statement of Changes
in Equity dealt with by this Report are in agreement with the books of account;
d) In our opinion, the aforesaid Ind AS financial statements comply with the
accounting standards specified under section 133 of the Act;
e) On the basis of written representations received from the directors as on 31st
March 2025 and taken on record by the Board of Directors, none of the
directors is disqualified as on 31st March, 2025, from being appointed as a
director in terms of sub section (2) of Section 164 of the Act;
f) With respect to adequacy of the internal financial control over financial
reporting of the Company and operating effectiveness of such control, refer to
our separate Report in Annexure ‘B’; and
(B) With respect to the other matters to be included in the Auditors Report in accordance
with Rule 11 of the Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to
the best of our information and according to the explanations given to us:
(a) The Company does not have pending litigations as at March 31, 2025.
(b) The Company did not have any long term contracts including derivative
contracts for which there were material foreseeable losses:
(c) There were no amounts which were required to be transferred to the
Investor Education and Protection Fund by the Company.
(d) (i) As per the information and explanation given to us by the management,
no funds have been advanced or loaned or invested (either from borrowed
funds or share premium or any other sources or kind of funds) by the
company to or in any other person or entity, 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;
(ii) As per the information and explanation given to us by the management,
no funds have been received by the company from any person or entity,
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;
(e) The Company has neither declared nor paid any dividend during the year.
(f) Based on our examination which included test checks, the Company has
used accounting software for maintaining its books of account which has a
feature of recording audit trail (edit log) facility and the same has operated
throughout the year for all relevant transactions recorded in the software
(refer Note 38 to the Ind AS financial statements). Further, during the
course of our audit we did not come across any instance of audit trail feature
being tampered with.
(C) As required by Section 197(16) of the Act, we report that the Company has paid
remuneration 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.
For Bharat Gupta & Co.
Chartered Accountants
Firm Regd. No. 131010W
Sd/- BHARAT GUPTA
Proprietor
Membership No: 136055
Place: Mumbai
Dated: 28th May 2025
UDIN: 25136055BMHXGJ9006
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