We have audited the accompanying standalone financial statements of Minal Industries Limited (“the
Company"), which comprise the balance sheet as at March 31, 2025, the statement of Profit and Loss,
including the statement of Other Comprehensive Income, the Cash Flow statement and the Statement of
Changes in Equity for the year then ended, and notes to the standalone financial statements, including a
summary of 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"), as amended, 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, and its loss including other 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 standalone financial statements in accordance with the Standards on
Auditing (SAs), as specified under sub-section (10) of Section 143 of the Act. Our responsibilities under
those SAs 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 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 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 financial statements.
Material uncertainty related to going concern
We draw attention to Note No. 42 of the standalone financial statement which explains that the
Company has incurred total accumulated loss of Rs. 2147.43 lakhs for the year ended March 31, 2025 and
Rs. 2035.90 lakhs for the year ended March 31, 2024. However, the Company financial result has been
prepared on a going concern basis. The appropriateness of the said basis is subject to the Company
adhering to its continued efforts to strengthen its strategy, to expand its market, to increase its sales and
eventually generate profit and availability of financial support from its promoters. Accordingly, the
standalone financial statements of the Company have been prepared on a going concern basis.
Emphasis of Matter
a. We draw attention to Note No. 35.2 of the standalone financial statement which explains that
interest income for the year ended 31st March 2025, has not been accrued for loan given to the
subsidiary Minal Infojewels Limited since uncertainty exists for interest already accrued and pending
realization till 31st March 2025 due to accumulated losses of the Subsidiary and have expressed its
inability to pay interest till its financial condition improves. As explained to us, the management is in
the process of identification of growth opportunities for the Subsidiary which will ultimately allow the
Company to realise the aggregate interest and loan amount outstanding as at 31st March 2025.
b. We draw attention to Note No 35.3 of the standalone financial statement which explains that the
Company wholly-owned overseas subsidiary, Minal International FZE on February 10, 2025 wound up
its business and formal winding-up process has been initiated and its commercial license has expired
on that date. Based on the audited financial statements of the subsidiary dated February 10, 2025,
which reflect accumulated losses eroding the entire capital, the Company has written off the full
amount of its investment of Rs. 18.37 lakhs and loan receivable (including interest) of Rs. 390.61 lakhs
during the current financial year, total write off amounting to Rs. 408.99 lakhs. Further in the year
ended March 31, 2024, the company had reassessed the recoverability of the loan given to and
interest receivable and investment made in wholly owned overseas subsidiary and recognised an
impairment provision of Rs 408.99 lakhs which had been disclosed as an exceptional item and hence
there is no impact on profit and loss account in the current financial year.
c. We draw attention to Note No 35.4 of the standalone financial statement which explains that the
Company's Managing Director of the Company, Shri Shrikant Parikh, has filed a petition before the
National Company Law Tribunal (NCLT) under Section 59 of the Companies Act, 2013 against Mr.
Mahendra Shah and Mr. Champaklal Mehta and Share transfer agent M/s MCS Share Transfer Agent
Limited. The petition pertains to a dispute regarding ownership of equity shares of the Company . The
matter is currently going on and no final order has been passed by the NCLT as of the reporting date.
Based on the current status of the proceedings and legal advice received, the Company does not
expect any financial implication as on date.
Our opinion is not modified in respect of the above 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 financial statements for the financial year ended March 31, 2025. 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. For each
matter below, our description of how our audit addressed the matter is provided in that context.
We have determined the matters described below to be the key audit matters to be communicated in our
report. We have fulfilled the responsibilities described in the Auditor's responsibilities for the audit of the
standalone 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 financial statements. The results of our audit procedures,
including the procedures performed to address the matters below, provide the basis for our audit
opinion on the accompanying standalone financial statements.
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Key audit matters
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How our audit addressed the key audit matter
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Valuation of Inventories (as described in note no. 1.1(IX) of the significant accounting policies, and
note no. 6 for details in standalone financial statements)
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The Company held Rs. 944.79 Lakhs of
inventories as on March 31, 2025.
Considering the primary nature of business,
reduction in volume of operations and the
size of the inventory balance relative to the
total assets of the Company and the
estimates and judgements described
below, the valuation of inventory required
significant audit attention.
As disclosed in note 6 inventories are held
at the lower of cost or net realisable value.
At year end, the valuation of inventory is
reviewed by management and the cost of
inventory is reduced where inventory is
forecast to be sold below cost.
The determination of whether inventory
will be realised for a value less than cost
requires management to exercise
judgement and apply assumptions.
Management undertake the following
procedures for determining the level of
write down required:
- Use inventory ageing reports together
with historical trends to estimate the
likely future saleability of slow moving
and older inventory lines;
- Perform a line-by-line analysis of
remaining inventory to ensure it is
stated at the lower of cost and net
realisable value and a specific write
down is recognised if required. Refer to
note 6 of the standalone financial
statements - Inventories.
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We have performed the following procedures over
the valuation of inventory:
a. We tested that the ageing report used by
management correctly aged inventory items.
b. On a sample basis we tested the net realisable value
of inventory lines to recent selling prices.
From the procedures performed we have no matters to
report.
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The Company's management and Board of Directors is responsible for the other information. The other
information comprises the information included in the Company's Annual Report but does not include
the standalone financial statements and our auditor's report thereon.
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 and, in doing so, consider whether such other information is materially inconsistent
with the standalone financial statements or our knowledge obtained during 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
Responsibilities of the Management for the Standalone Financial Statements
The Company's Board of Directors are responsible for the matters stated in sub-section (5) of Section 134
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, cash
flows and changes in equity 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 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, the management are 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 the 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.
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
skepticism throughout the audit. We also:
Ý 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.
Ý Obtain an understanding of internal control relevant to the audit in order to design audit procedures
that are appropriate in the circumstances. Under clause (i) of sub-section (3) of Section 143 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.
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 managements and Board of Directors use of the going concern
basis of accounting in preparation of standalone Financial Statement 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.
Ý 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 standalone financial statements for the financial year ended
March 31, 2025, 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. As required by sub-section (3) of Section 143 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 subclause
(2)(j)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014;
c. The Standalone Balance Sheet, the standalone Statement of Profit and Loss including Other
Comprehensive Income, the standalone 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 the Companies (Indian Accounting
Standards) Rules, 2015, as amended;
e. On the basis of the written representations received from the directors as on March 31, 2025
taken on record by the Board of Directors, none of the directors is disqualified as on March 31,
2025 from being appointed as a director in terms of sub-section (2) of Section 164 of the Act;
f. The going concern matter described in material uncertainty related to going concern paragraph
g. With respect to the adequacy of the internal financial controls over financial reporting with
reference to standalone financial statements of the Company and the operating effectiveness of
such controls, with reference to these financial statements refer to our separate Report in
"Annexure B". Our report expresses disclaimer of opinion on the adequacy and operating
effectiveness of the Company's internal financial controls over financial reporting;
h. 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
remuneration paid by the Company to its directors during the current year is in accordance with the
provisions of section 197 read with Schedule V to the Act.
i. The modification relating to the maintenance of accounts and other matters connected therewith
are as stated in paragraph (b) above on reporting under section 143(3)(b) and paragraph (j)(vi)
below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, as
amended.
j. 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 as at March 31, 2025 in its
standalone financial statements - Refer Note. 36 to the standalone financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which
there were any material foreseeable losses; and
iii. Unclaimed dividends of Rs. 1.89 lakhs as disclosed in Note.20 has not been transferred to the
Investor Education and Protection Fund by the Company during the year ended, March 31,
2025.
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
persons or entities, including foreign entity (“Intermediaries"), with the understanding,
whether recorded in writing or otherwise, that the Intermediary shall,
Ý 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; or
Ý 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
(which are either material either individually or in 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,
Ý 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 Parties or
Ý provide any guarantee, security or the like from or on behalf of the Ultimate Beneficiaries
(c) Based on the audit procedures that have been considered reasonable and appropriate
on the circumstances, nothing has come to our notice that has caused us to believe that
the representation under sub-cluse (i) and (ii) of Rule 11(e), as provided under (a) and
(b) above, contain any material misstatement.
v. The Company has not declared or paid any dividend during the financial year.
vi. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is
applicable from 01st April, 2023
Based on our examination which included test checks and information given to us, the
Company has used accounting software for maintaining its books of account, which has a
feature of recording audit trail, however the same was not operational for all relevant
transactions recorded in the respective software, hence we are unable to comment on audit
trail feature of the said software.
For R H Modi & Co.
Chartered Accountants
Firm Registration No.: 106486W
Sd/-
R H MODI
Proprietor
Membership No. 037643
UDIN: 25037643BMIUIM5967
Place: Mumbai
Date: 30th May, 2025
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