We have audited the accompanying standalone financial statements of Aarti Industries Limited (the "Company"), which comprise the Balance Sheet as at March 31,2026, the Statement of Profit and Loss (including the statement on 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 summary of the 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 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 March 31,2026 and its profit, and 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) 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 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 independence 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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1
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Revenue Recognition (Refer Note 2(I) - Material accounting policies; Note 27 - Revenue from operations)
For the year ended March 31, 2026, the Company recognised net revenue from operations of ' 8,422.39 Crs (year ended March 31, 2025: ' 7,302.31 Crs). Revenue is recognised under Ind AS 115 when control of goods is transferred to the customer.
We considered revenue recognition to be a key audit matter having regard to:
(a) the fact that a portion of revenue arises from exports transacted under a range of Incoterms (such as FOB, CFR, CIF and DAP), which involve judgement in determining the point at which control is regarded as transferred and, accordingly, the period of recognition, particularly around the reporting date;
(b) the presence of variable consideration (including discounts, rebates, credit notes and rights of return), the estimation of which involves management judgement;
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Our audit procedures included, among others, the following:
• Obtained an understanding of the revenue recognition process and, on a test basis, evaluated the design and implementation and tested the operating effectiveness of selected key controls, including relevant IT controls.
• Considered whether the revenue recognition policies are in accordance with Ind AS 115.
• For a sample of sales recorded close to the year end, examined invoices, dispatch records, shipping bills and bills of lading to evaluate whether revenue appeared to have been recognised in the appropriate period, having regard to the applicable Incoterm.
• On a sample basis, traced sales to contracts/purchase orders, invoices and evidence of dispatch or delivery.
• Evaluated management's estimation of variable consideration, including by recomputing selected accruals and comparing them with historical trends and with credit notes issued after the year end, and considered the application of the constraint.
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(c) certain arrangements involving contract modifications and costs to fulfil contracts, where judgement is exercised in determining whether such costs are capitalised or expensed; and
(d) revenue being an area to which, in accordance with SA 240, we directed particular attention.
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• Read a selection of significant contracts to identify modifications and fulfilment costs and considered management's judgement on their treatment.
• Performed analytical procedures on disaggregated revenue and made inquiries regarding significant variances.
• Tested selected journal entries posted to revenue, including entries recorded manually and entries recorded at or near the period end, selected using risk- based criteria.
• Considered whether the related disclosures were in accordance with the applicable financial reporting framework.
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2
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Valuation and existence of inventories (Refer Note 2 (H) - Material accounting policies; Note 8 - Inventories)
As at March 31, 2026, the Company held inventories of ' 1,297.01 Crs (March 31,2025: ' 1,387.52 Crs), comprising raw materials, work-in-progress, intermediates, finished goods, catalysts and goods in transit held across multiple manufacturing locations. Inventories are measured at the lower of cost and net realisable value in accordance with Ind AS 2.
We considered this a key audit matter having regard to:
(a) the volume of inventories held across a number of locations, and the use of costing systems that involve certain adjustments that are determined and processed outside the system;
(b) the estimation of net realisable value, which involves management judgement, particularly in the context of price volatility in certain key chemicals and intermediates;
(c) the carrying value of catalysts, which is dependent on assumptions regarding recoverability and pattern of consumption; and
(d) goods in transit at the period end, which give rise to considerations around cut-off and ownership.
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Our audit procedures included, among others, the following:
• Obtained an understanding of, and on a test basis evaluated the design and tested the operating effectiveness of, selected controls over inventory recording, costing, physical verification and the assessment of net realisable value.
• Attended physical inventory counts at selected significant locations, observed the count procedures, performed test counts on a sample basis and reconciled the results to the records; for other locations, considered the results of management's counts and reconciliations.
• On a sample basis, tested the build-up of inventory cost (bills of material, overhead absorption, treatment of variances) and re-performed a selection of the cost adjustments processed by management outside the costing system, agreeing inputs to supporting documentation.
• Evaluated net realisable value by comparing the carrying cost of a sample of items to selling prices realised after the year end and to prevailing market prices and considered the adequacy of write-downs.
• Considered the carrying value of catalysts having regard to management's assumptions on recoverability and consumption and sought to corroborate consumption with available production and technical records.
• On a sample basis, examined documentation supporting goods in transit and considered cut-off and ownership at the period end.
• Considered whether the related disclosures were in accordance with the applicable financial reporting framework.
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INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITOR'S REPORT THEREON
The Company's Board of Directors are responsible for the preparation of the other information. The other information comprises information included in the Management Discussion and Analysis, Board's Report including annexures thereto, Business Responsibility and Sustainability Report, Corporate Governance Report, and Shareholder Information, but does not include the standalone financial statements and our auditor's report thereon, which we expect to be made available to us after the date of this auditor's report. 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 identified above and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information obtained prior to the date of this auditor's report, 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.
When we read the additional information mentioned above that will be included in the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take appropriate action as applicable under the relevant laws and regulations.
RESPONSIBILITIES OF THE MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE STANDALONE FINANCIAL STATEMENTS
The Company's Board of Directors are 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 judgements 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 management 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.
AUDITORS' 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 an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism 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 the 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 Ind AS 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 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 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. Insofar as the modification on maintaining an audit trail in the accounting software is concerned, refer paragraph (i) (vi) below;
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 accounts.
d) In our opinion, the aforesaid financial statements comply with the Ind AS specified under Section 133 of the Act read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) On the basis of the written representations received from the directors taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2026 from being appointed as a director in terms of Section 164(2) of the Act.
f) The modification arising from the maintenance of the audit trail on the accounting software, comprising the application and database are as stated in the paragraph (i) (vi) below on reporting under Rule 11(g);
g) 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". 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.
h) I n 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.
i) 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 38 to the standalone financial statements.
ii. The Company has made provision, as required under the applicable law and accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts.
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 as disclosed in note no 48(v) to the standalone financial statements, 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, as disclosed in note no 48(vi) to the standalone financial statements, 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 no 16.7 to the standalone
financial statements
(a) The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with Section 123 of the Act.
(b) The Board of Directors of the Company have proposed a 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, as applicable.
vi. Based on our examination, which included test checks, the Company has used an accounting software for maintaining its books of account for the financial year ended 31 March 2026, 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, including at the database level following the Company's migration to a revised version of the software with effect from 1 April 2025. We did not come across any instance of the audit trail feature being tampered with.
The requirement to preserve the audit trail for record retention applies from the financial year commencing 1 April 2023. For the period 1 April 2023 to 31 March 2025, as reported in our audit report for the year ended 31 March 2025, the audit trail did not operate at the database level for direct changes made using privileged/super user access; to that extent, the audit trail for that period was not generated and has not been preserved as required. Save as aforesaid, the audit trail has been preserved by the Company in accordance with the statutory requirements for record retention.
For Gokhale & Sathe
Chartered Accountants FRN:103264W
Uday Girjapure
Partner
Place: Mumbai Membership No. 161776
Date: May 4, 2026 UDIN: 26161776TXJWHG9623
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