We have audited the accompanying financial statements of Venky's (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
then ended, and notes to the financial statements, including a summary of material accounting policies and
other explanatory information (hereinafter referred to as “the financial statements”).
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, and its profit (including other comprehensive income), changes in equity and its cash
flows for the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10)
of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities
for the Audit of the 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 (“the ICAI”)
together with the ethical requirements that are relevant to our audit of the 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 Code of Ethics. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
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.
(i) Transactions with related parties - (as described in note 12 of the financial statements)
Description of Key Audit Matter:
The Company and its related parties operate in the same line of business. The Company has significant
transactions with the related parties which have an effect on both - statement of profit and loss and balance
sheet. Such transactions with related parties are necessitated to be in the ordinary course of business and at
arm's length price. Also, these transactions should be in accordance with the provisions of section 177 of the
Act. Considering the above, the transactions with related parties is considered to be a key audit matter.
Description of Auditor’s response:
Audit procedures included review of compliance with section 177 of the Act, identification of related party
relationships, classification, verification of transactions from the perspective of ordinary course of business
and arm's length criteria adopted by the Board of Directors, risks attached to items such as - collateral
security, commission income, interest income and recovery of other receivable, review of ageing and provisioning
policies and practices, review of confirmation and reconciliation procedure, review of controls and analytical
review of various account balances and transactions amongst other things. Based on the above work performed,
no exceptions were noted.
Other Information
The Company's Board of Directors is responsible for the other information. The Other information comprises
the Management Discussion and Analysis Report, Directors' Report including Annexures to Directors' Report,
Report on Corporate Governance and Business Responsibility Report but does not include the financial
statements and our auditor's report thereon. The other information is expected to be made available to us
after the date of this auditor's report.
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 in the audit, or otherwise appears to be
materially misstated.
When we read the other information, if we conclude that there is a material misstatement therein, we are
required to communicate the matter to those charged with governance and describe actions applicable under
the applicable laws and regulations.
Responsibilities of Management and those Charged with Governance for the 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 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 accounting principles generally accepted in India, including Ind AS. This responsibility
also includes maintenance of adequate accounting records in accordance with the provisions of the Act for
safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; making judgments and estimates that are
reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls,
that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant
to the preparation and presentation of the 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, the Board of Directors 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 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 judgement 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 the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for
expressing our opinion on whether the Company has adequate internal financial controls with reference
to the 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 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
manner that achieves fair 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 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, we give in the Annexure “A”
a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2) (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 it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, the 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 financial statements comply with the Ind AS.
e) On the basis of the written representations received from the directors as on 31st March, 2025
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 Section 164 (2) of the Act.
f) With respect to the adequacy of the internal financial controls with reference to the financial
statements of the Company and the operating effectiveness of such controls, refer to our
separate Report in Annexure “B”.
(B) 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
financial statements - Refer Note 7.1 to the financial statements.
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, to the Investor
Education and Protection Fund by the Company.
iv. a) The Management has represented that to the best of its knowledge and belief, no funds
have been advanced or loaned or invested (either from borrowed funds or share premium
or any other sources or kind of funds) by the Company to or in any other person(s) or
entity(ies), including foreign entities (“Intermediaries”), with the understanding, whether
recorded in writing or otherwise, that the Intermediary shall 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 to or on behalf of the Ultimate Beneficiaries;
b) The management has represented, that, to the best of its knowledge and belief, no funds
have been received by the Company from any 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 Party or provide any guarantee, security or the like from or on behalf of the
Ultimate Beneficiaries; and
c) Based on our audit procedures that we have considered reasonable and appropriate in
the circumstances, nothing has come to our notice that has caused us to believe that
the representations under sub-clause a) and b) stated above contain any material
misstatement.
v. The Company has complied with the provisions of section 123 of the Act in respect of:
a. dividend declared and paid during the year in respect of the previous year;
b. proposed dividend for the year under report that is subject to the approval of members at
the ensuing Annual General Meeting (Refer note 4.1 (i) of the financial statements)
vi. Based on our examination which included test checks, the Company has used accounting
software for maintaining its books of account for the financial year ended 31st March, 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 software. Further, during the
course of our audit we did not come across any instance of audit trail feature being tampered
with and the audit trail has been preserved by the company as per the statutory requirements
for record retention.
(C) With respect to the matter to be included in the Auditor's Report under section 197(16):
In our opinion and according to the information and explanation provided to us, the remuneration
paid by the Company to its directors during the year is in accordance with the provisions of section
197 of the Act. The remuneration paid to any director is not in excess of the limit laid down under
section 197 of the Act. The Ministry of Corporate Affairs has not prescribed other details under
section 197(16) which are required to be commented upon by us.
For Sudit K. Parekh & Co. LLP
Chartered Accountants
Firm Registration No. 110512W/W100378
Ch. Soma Raju
Partner
Place: Pune Membership No. 200354
Date: 12th May, 2025 UDIN: 25200354BMOHWB6897
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