We have audited the accompanying financial statements of OCCL
Limited ("the Company"), which comprise the Balance sheet as
at March 31, 2026, 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 accounting principles generally accepted in
India, of the state of affairs of the Company as at March 31,2026,
its profit including other comprehensive income, the changes in
equity 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), as 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 the provisions of
the Act 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
obtained by us is sufficient and appropriate to provide a basis for
our audit opinion on the financial statements.
Key Audit Matters
Key audit matters are those matters that, in our professional
judgement, were of most significance in our audit of the financial
statements for the financial year ended March 31, 2026. 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 the matters described below to be the key audit
matters to be communicated in our report.
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Key audit matters
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How our audit addressed the key audit matters
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Inventories
Refer Notes 7 to the financial statements.
As at March 31, 2026, the total carrying amount of inventories
was H9,443.57 Lakhs. The assessment of impairment of inventories
involves significant estimation uncertainty, subjective assumptions
and the application of significant judgement.
Reviews are made periodically by management on inventories
for obsolescence and decline in net realizable value below cost.
Allowances are recorded against the inventories for any such
declines based on historical obsolescence and slow-moving
history. Key factors considered include the nature of the inventory,
its ageing, shelf life and turnover rate. Accordingly, due to
complexity/ judgement involved in inventory valuation, inventory
valuation was determined to be a key audit matter in our audit of
the financial statements.
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We have analyzed the ageing of the inventories, reviewed the
historical trend on whether there were significant inventories
written off or reversal of the allowances for inventories
obsolescence. We conducted a detailed discussion with the key
management and considered their views on the adequacy of
allowances for inventories obsolescence considering the current
economic environment. We have also verified the subsequent
selling prices in the ordinary course of business and compared
against the carrying amounts of the inventories on a sampling
basis at the reporting date.
We found management's assessment of the allowance for inventory
obsolescence to be reasonable based on available evidence.
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Other Information
The Company's Board of Directors are responsible for the other
information. The other information comprises the information
included in the Directors' Report, Management Discussion &
Analysis and Report on Corporate Governance, but does not
include the financial statements and our auditor's reports thereon.
Our opinion on the 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 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. 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 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 the Indian Accounting Standards
(Ind AS) specified under Section 133 of the Act. 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 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 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:
Ý 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.
Ý 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.
Ý Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and related
disclosures made by management.
Ý 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.
Ý 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.
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 except for the matters stated in paragraph
2B(f) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014;
(c) The Balance Sheet, the Statement of Profit and
Loss including Other Comprehensive Income, the
Statement of Changes in Equity and the Statement
of Cash Flows and dealt with by this Report are in
agreement with the books of account;
(d) In our opinion, the aforesaid financial statements
comply with the Indian Accounting Standards (Ind
AS) specified under Section 133 of the Act;
(e) On the basis of the written representations
received from the directors as on March 31, 2026
taken on record by the Board of Directors, none of
the directors is disqualified as on March 31, 2026
from being appointed as a director in terms of
Section 164 (2) of the Act;
(f) The modifications relating to the maintenance of
accounts and other matters connected therewith
are as stated in the paragraph 2A(b) above on
reporting under Section 143(3)(b) of the Act and
paragraph 2B(f) below on reporting under Rule
11(g) of the Companies (Audit and Auditors)
Rules, 2014;
(g) With respect to the adequacy of the internal
financial controls with reference to these financial
statements of the Company and the operating
effectiveness of such controls, refer to our separate
Report in "Annexure B" to this report;
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:
a. The Company has disclosed the impact of
pending litigations on its financial position in
its financial statements - Refer Note 29.1 to the
financial statements;
b. The Company did not have any material
foreseeable losses in long-term contracts including
derivative contracts;
c. There were no amount which were required to
be transferred to the Investor Education and
Protection Fund by the Company;
d. (i) The management has represented that, to the
best of it's knowledge and belief, as disclosed
in the Note 42 (a) to the financial statements,
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 Intermediaries 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) The management has represented, that,
to the best of it's knowledge and belief, as
disclosed in the Note 42 (a) to the financial
statements, 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, 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;
(iii) Based on such audit procedures, 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 d(i) and d(ii)
contain any material misstatement;
e. As stated in Note 39 to the financial statements
i. The dividend proposed in the previous year,
declared and paid by the Company during the
year is in accordance with Section 123 of the
Act, as applicable.
ii. The Company has declared and paid
interim dividend during the year which is
in accordance with section 123 of the Act,
as applicable.
iii. The Board of Directors of the Company have
proposed 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.
f. Based on our examination, which included test
checks, the Company has used accounting
software (SAP) for maintaining books of accounts
for the year ended March 31,2026 which has feature
of recording audit trail (edit log) facility and has
been operated throughout the year for all relevant
transactions recorded in the software, except that
the feature of recording audit trail (edit log) facility
was not enabled at the database level, to log any
direct data changes for the accounting software
used for maintaining the books of account.
Further, for the periods where audit trail (edit log)
facility was enabled and operated throughout
the year for the accounting software, we did not
come across any instance of the audit trail feature
being tampered with. Additionally, 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) of the Act:
In our opinion and according to the information and
explanations given to us, the managerial remuneration
paid/ provided by the Company for the year ended
March 31, 2026 is in accordance with the provisions of
section 197 read with Schedule V to the Act;
For Singhi & Co.
Chartered Accountants
Firm Reg. No. 302049E
Bimal Kumar Sipani
Partner
Place: Noida (Delhi - NCR) Membership No. 088926
Date: May 21,2026 UDIN : 26088926HZJVIC2762
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