We have audited the accompanying Ind AS Standalone Fi¬ nancial Statements of M/s NAGARJUNA FERTILIZERS AND CHEMICALS LIMITED (“the company”), which comprise the Balance Sheet as at 31st March, 2025, the Statement of Profit and Loss (including Other Comprehensive Income), the State¬ ment of changes in equity and the Statement of Cash Flows for the year then ended on that date and notes to financial state¬ ments including a summary of material 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 Standalone finan¬ cial 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 gener¬ ally accepted in India, of the state of affairs of “the Company” as at March 31,2025, its Profit including total comprehensive income, its cash flows and the changes in equity for the year ended on that date.
Basis for Opinion:
We conducted our audit of the financial statements in accor¬ dance 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 Responsibil¬ ities for the Audit of the Standalone Financial Statements sec¬ tion 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 Standalone financial statements under the provisions of the Act and the Rules made there under, 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.
Emphasis of matter
a) Relating to Going Concern:
i Consequent to the settlement of Debt vide receipt of sale proceeds from Core and Non-Core assets by ACRE, there are no other assets including property plant and equip¬ ment left with the Company for operations. “No Dues and Security release Certificate” from ACRE was received on 11th July 2024, thereby affecting the Going Concern of the Company and accordingly drawn the Financial statements for the year ended on March 31,2025." - Refer Note No. 29 to the Standalone Financials.
ii Without considering the energy and other claims from the Government, the current liabilities exceed the current as¬ sets by Rs. 86,095.55 Lakhs.
b) There are claims against the company, which are not ac¬ knowledged as debts and are disputed in various forums, courts, appeals, including arbitration awards amounting to Rs 81,596.07 lakhs. - Refer Note No. 32 to the Standalone Financials.
GAIL has recovered interest in the past and also raising claims for interest on the amounts due which is being dis¬ puted by the company. The company is not accounting for further interest from 1st July 2024 onwards.
c) Given the financial situation, NFCL has assigned its rights in favor of AMPL to represent it in all legal forums/proceed- ings to pursue claims from GAIL including Arbitration claim in its name as an assignee along with agency coupled with interest under the provisions of Indian Contract Act, 1872. Should GAIL satisfy the award in the future, NFCL shall use the award as it deems fit after clearing its liabilities. - Refer Note No. 32.4 to the Standalone Financials.
d) De-escalation of Urea subsidy and De-escalation of Gas Costs used as Raw material and generation of Power for FY 2022-23.
The Subsidy income is recognised based on the notified Gas Pool prices for the time being in force and upon final notification of the prices the escalation / de-escalations are accounted for in the year in which these notifications are issued. During the 3rd quarter, the final Gas Pool price for the year 2022-23 has been notified by the DOF (Annual cu¬ mulative Gas Pool price has come down) in line with which GAIL has issued Credit note and NFCL has recognized reduction in Gas Costs by Rs. 17,555.01 Lakhs and corre¬ spondingly NFCL has reduced its Urea Subsidy claim by Rs. 16,879.16 Lakhs for FY 2022-23. Accordingly, the re¬ duction in cost of raw material / power and fuel and conse¬ quent de-escalation of the subsidy revenues, respectively, belonging to FY 2022-23 have been accounted in line with the said notification and continued accounting policy. Fur¬ ther adjustments required, if any, will be considered on no¬ tification of final prices. As there is no production from 4th June 2024 onwards, there is no revenue from Operations to be recognized from the second quarter. - Refer Note No. 30 to the Standalone Financials.
e) The Government from time to time extended the present energy norms which were valid till 31st March 2023. Ac¬ cordingly, Subsidy income is recognized based on Tar¬ get Energy Norms as per NUP-2015 policy for the Quarter ended June 2024 and there is no production from June 2024 as the Plants were sold. - Refer Note No. 30 to the Standalone Financials.
f) Claim from a related party asserting its right for Royalty for the period from 29.01.1998 to 31.12.2021. The company agreed without impairment and prejudice to the rights of AMPL to settle the claims in a manner such that the dues are secured and paid on a priority basis from the receipts if any from claims against GAIL if and when GAIL satisfies the award in relation to pipeline accident. - Refer Note No. 32.5 to the Standalone Financials.
Our conclusion is not modified in respect of the above matters.
V. 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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S.
No.
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Key Audit Matter
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How the matter was addressed in our audit
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i)
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Recognition, measurement, presentation and disclo¬ sures of revenue from operations.
“The Company” revenue from operations comprises of sale value of Urea and the Subsidy received from Govt of India.
We identified this as a Key Audit Matter since the recogni¬ tion of subsidy revenue and the assessment of recoverabili¬ ty of the related subsidy receivables is subject to significant judgements of the management. Since the sale and the el¬ igible subsidy are interlinked and further the claim for sub¬ sidy depends on various government notifications issued from time to time, it is important to verify the correctness of the revenue from operations recognised in the books of account.
Refer Note No. 20 in the Standalone financial statements.
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Principal Audit procedures performed:
• Verified various applicable Govt notifications under which the subsidy was notified.
• Verified the sales made and related claims for subsidy with the records/ certificates submitted to the Govern¬ ment.
• Performed analytical procedures for reasonableness of revenue and subsidy recognised vis a vis the sales made.
• We evaluated the management's assessment regard¬ ing reasonable certainty of complying with the relevant conditions as specified in the notifications/policies.
• We evaluated adequacy of disclosures in the Stand¬ alone Ind AS Financial Statements.
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ii)
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Provision for Expected Credit Loss in accounts receivables.
The credit loss provision in respect of account receivables represent management's best estimate of the credit losses incurred on the receivables at the balance sheet date.
We have identified provisioning for credit loss as a key audit matter as the calculation of credit loss provision is a com¬ plex area and requires management to make significant as¬ sumptions on customer payment behavior and estimating the level and timing of expected future cash flows. [Refer Note No. 7 in the standalone financial statements]
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Our audit procedure in respect of this area included:
• Understand and assess the management's estimate and related policies used in the credit loss analysis
• Performed test of key controls to analyse operating ef¬ fectiveness relating to calculation of impairment provi¬ sions.
• For Expected Credit Loss (ECL) of trade receivables assessed on individual level by the management, exam¬ ined on a test check basis, the objective evidence relat¬ ing to the impairment of trade receivables and the key assumptions used in the estimate of the cash shortfalls and reviewed whether amounts have been recovered after the end of reporting period.
• Reviewed the management's ageing analysis based on days past due by examining the original documents (such as invoices).
• Verified the calculation of ECL of each type of trade re¬ ceivables.
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Information Other than the Standalone Ind AS financial statements and Auditor’s Report Thereon
The Company's management and Board of Directors are re¬ sponsible for the preparation of the other information. The other information comprises the information included in the Management Discussion and Analysis, Board's Report includ¬ ing Annexure to Board's Report, Business Responsibility Re¬ port, Corporate Governance and Shareholder's Information, but does not include the financial statements and our auditor's report thereon.
Our opinion on the financial statements does not cover the oth¬ er 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 and, in doing so, consider whether the other information is materially inconsis¬ tent with the financial statements or our knowledge obtained during the course of our audit or otherwise appears to be ma¬ terially misstated.
When we read the annual report, if we conclude that there is a material misstatement therein, we are required to commu¬ nicate the matter to those charged with governance. We are required to report that fact; we have nothing to report in this regard.
Management and Board of Directors Responsibility for the Ind AS 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 Ind AS Standalone 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, including the accounting Standards 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 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 Ind AS Standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
The 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 objective is to obtain reasonable assurance whether the Standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an audit 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 Standards on Auditing 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 our audit is conducted in accordance with Standards on Auditing, we exercise professional judgment and maintain professional skepticism 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 controls relevant to the audit in order to design audit procedures that are appro¬ priate 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 system in place and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclo¬ sures 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 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.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entity or business activities of the Com¬ pany to express an opinion on the financial statements.
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 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 regard¬ ing 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 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 cir¬ cumstances, 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 In¬ dia 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 the paragraph 3 and 4 of the order.
2. As required by Section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information and ex¬ planations 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 (in¬ cluding Other Comprehensive Income), The statement of Cash Flow and the Statement of changes in Equity dealt with by this Report are in agreement with the books of ac¬ count;
(d) In our opinion, the aforesaid standalone financial state¬ ments comply with the Indian Accounting Standards spec¬ ified under Section 133 of the Act, read with Relevant Rules issued there under.
(e) On the basis of the written representations received from the management as on 31st March, 2025 taken on record by the Board of Directors, none of the directors is disqual¬ ified 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 internal financial controls over financial reporting of the company and the operat¬ ing effectiveness of such controls, refer to our separate report in “Annexure B”; Our report expresses an unmodi¬ fied opinion on the adequacy and operating effectiveness of the Company's internal financial controls over financial reporting.
(g) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended, in our opinion and to the best of our information and according to the expla¬ nations given to us, “the Company” has paid remuneration to its Managing Director during the year by obtaining the prior approvals from the lenders in terms of third proviso to sub-section (1) of section 197 of the Act.
(h) With respect to the other matters to be included in the Au¬ ditor's Report in accordance with Rule 11 of the Compa¬ nies (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”, as detailed in Note No. 32 in the stand¬ alone financial statements, has disclosed the impact of pending litigations on its financial position in its standalone financial statements as at 31st March, 2025.
ii. The Company did not have any long-term contracts in¬ cluding derivative contracts for which there were any ma¬ terial foreseeable losses.
iii. There were no amounts which were required to be trans¬ ferred to the Investor Education and Protection Fund by “the Company” as at 31st March, 2025.
iv. 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 persons or entities, including foreign entities (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Inter¬ mediary 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 on behalf of the Ultimate Beneficiaries.
v. 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 for¬ eign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Com¬ pany shall directly or indirectly, lend or invest in other per¬ sons or entities identified in any manner whatsoever (“Ulti¬ mate Beneficiaries”) by or on behalf of the Funding Parties or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
vi. Based on the audit procedures performed that have been considered reasonable and appropriate in the circum¬ stances, 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) contain any material misstatement.
vii. The company has not declared or paid any dividend during the year ending 31st March 2025.
viii. 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 March 31, 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 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 P. Murali& Co.,
Chartered Accountants Firm Registration No: 007257S
A Krishna Rao
Partner
Date: 30.05.2025 Membership No.020085
Place: Hyderabad UDIN: 25020085BMILGG6809
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