We have audited the accompanying standalone Ind AS financial statements of WORTH PERIPHERALS LIMITED, (“the Company”), which
comprise the Balance Sheet as at 31st March 2025, the Statement of Profit & Loss, (including Other Comprehensive Income), the Statement of
Changes in Equity and the Statement of Cash Flows for the year ended on 31st March, 2025 and notes to the Standalone Ind AS Financial Statements,
including a summary of material accounting policy information and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS financial statements
give the information required by the Companies Act, 2013 as amended (“the 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 state of affairs of the Company as at March 31,2025, its profit including
other comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis of Opinion
We conducted our audit of the standalone Ind AS 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 Standalone
Ind AS 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 together with the ethical requirements that are relevant to our audit of the financial statements under the
provisions of the Companies Act, 2013 and the Rules 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 audit
opinion on the standalone Ind AS financial statements.
Other Matter
The financial statements of the Company for the year ended 31st March 2024 were audited by the predecessor auditor who expressed an unmodified
opinion on those financial statements vide their report dated 27th May 2024. Our opinion on the current year’s financial statements is not modified
in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone Ind AS financial
statements for the financial year ended March 31,2025. These matters were addressed in the context of our audit of the standalone Ind AS financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each key audit matter
below, our description of how our audit addressed the matter is provided in that context.
We have determined the matter described below to be the key audit matter to be communicated in our report. We have fulfilled the responsibilities
described in the ‘Auditor’s responsibilities for the audit of the standalone Ind AS financial statements’ section of our report, including in relation to
these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material
misstatement of the standalone Ind AS financial statements. The results of our audit procedures, including the procedures performed to address the
matter below, provide the basis for our audit opinion on the accompanying standalone Ind AS financial statements.
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Key Audit Matters
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How our audit addressed the Key Audit Matters
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Revenue Recognition
The management is of the opinion that it controls the goods before
transferring them to the customer.
The variety of terms that define when control are transferred to the
customer, as well as the high value of the transactions, give rise to the
risk that revenue is not recognized in the appropriate accounting period.
Revenue is measured net of returns and allowances, trade discounts
and volume rebates (collectively ‘Discount and rebates’). There is a
risk that these discount and rebates are incorrectly recorded as it also
requires ascertain degree of estimation, resulting in understatement of
the associated expenses and accrual.Accordingly, due to the significant
risk associated with revenue recognition in accordance with terms of
Ind AS 115‘Revenue from Contracts with Customers’, it was
determined to be a key audit matter in our audit ofthe Ind AS Standalone
Financial Statements.
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We assessed the Company’s process to identify the impact of Ind
AS 115. Our audit approach included assessment of design and testing
of operating effectiveness of internal controls related to revenue
recognition, calculation of discounts and rebates and other substantive
testing. We carried out:
Evaluation of the design of internal controls relating to implementation
of new revenue accounting standard.
• Selection of samples of both continuing and new contracts for¬
testing of operating effectiveness of the internal control-
identification of contract wise performance obligations and-
Determination of transaction price.
• Verification of individual sales transaction on sample basis and
traced to sales invoices, sales orders and other related documents.
Further, the samples were checked for revenue recognition as per
the shipping terms.
• Sample of sales transactions were selected pre- and post year end,
agreeing the period of revenue recognition to third party support,
such as transporter invoice and customer confirmation of receipt
of goods.
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Key Audit Matters
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How our audit addressed the Key Audit Matters
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• Direct confirmations were obtained from customers to support
existence assertion of trade receivables and assessed the relevant
disclosures made in the Standalone Financial Statements; to ensure
revenue from contracts with customers are in accordance with the
requirements of relevant accounting standards.
• In the cases where direct confirmations are not available, additional
procedures were applied in respect of receipts in the Subsequent
period.
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We have determined that there are no other key audit matters to communicate in our report.
Information other than the 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 Annual
Report 2024-25, but does not include the Ind AS Standalone financial statements and our auditor’s report thereon.
Our opinion on the Ind AS 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 Ind AS 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 Ind AS financial statements or our knowledge obtained in the 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.
Responsibilities of Management and Those Charged with Governance for the Ind AS 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 Ind AS standalone financial statements that give a true and fair view of the financial position, financial performance, (changes
in equity) and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian accounting
Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended.
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 statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the Ind AS 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.
Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.
Auditor’s Responsibilities for the Audit of the Ind AS Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone Ind AS 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 Ind AS 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 Ind AS 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 control relevant to the audit in order to design audit procedures that are appropriate in the circumstances.
Under section 143(3)(i) of the Companies Act, 2013, 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 Ind AS 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.
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
Ind AS 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 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 Companies Act, 2013, 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. 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 (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 standalone financial statements comply with the Indian Accounting Standards specified under Section 133
of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended.
(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 over financial reporting of the Company and the operating effectiveness
of such controls, refer to our separate Report in “Annexure B”.
(g) In our opinion, the managerial remuneration for the year ended March 31,2025 has been paid/ provided by the Company to its directors
in accordance with the provisions of section 197 read with Schedule V to the Companies Act, 2013.
(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 no pending litigations, hence the impact of pending litigations on its financial position in its Standalone
Financial Statements is not disclosed.
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 F und 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 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 F unding 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. (a) The final dividend paid by the Company during the year in respect of the same declared for the previous year is in accordance
with section 123 of the Act to the extent it applies to payment of dividend.
(b) As stated in Note 11 to the standalone financial statements, the Board of Directors of the Company have proposed final
dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of
dividend proposed is in accordance with section 123 of the Act to the extent it applies to declaration of dividend.
vi. As per our examination on test check basis, the Company has used accounting software for maintaining its books of accounts for
the financial year ending 31st March, 2025 which has a feature of recording audit trail (edit log) facility and the same has been
operated throughout the year for all the relevant transactions recorded in the software. Further during the course of audit we did
not came across any instance of the audit trail feature being tampered with and the audit trail has been preserved by the company
as per the statutory requirements for record retention.
For MAHESHWARI & GUPTA,
Chartered Accountants
F.R.N.: 006179C
Sd/-
CA. MANOJ GUPTA
Partner
Place: Indore M.NO : 071927
Date: 21‘ May, 2025 UDIN :25071927BMUIUY3303
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