V\e have audited the accompanying Standalone Financial Statements of Sera Investments
a: Finance India Limited ("the Company’’] which comprise the Standalone Balance Sheet
as at March 31, 2025 and the Standalone Statement of Profit and Loss (including the Other
Comprehensive Income], the Standalone Statement of Changes in Equity and the
Standalone Statement of Cash Flows for the year then ended, and notes to the Standalone
Financial Statements, including 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 ("Ind AS"] prescribed under section 133
ot the Act read with the Companies (Indian Accounting Standards] Rules, 2015, as
amended, and other accounting principles generally accepted in India, of the state of affairs
of the Company as at March 31, 2025, the 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 SAs are further described in the Auditor’s Responsibilities for
the Audit of the Standalone Financial Statements section of our report. We are
independent ol 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
Other information
The Company’s Management and Board of Directors are 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 Auditor's
report there on. The Company’s Annual Report is expected to be made available to us after
the date of this Auditors 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 and, in doing so, consider whether the other information is
materially inconsistent with the Standalone Financial Statements or our knowledge
obtained during the course of our audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that if there is a material
misstatement of this other information, we are required to communicate the matter to
those charged with governance and take necessary actions, as applicable under the
relevant laws and regulations.
Management's and Board of Directors' Responsibilities for the Standalone Financial
Statements
1 he Company’s Management and Board of Directors are responsible for the matters stated
in Section 134(5) of the Companies Act, 2013 with respect to the preparation of these
Standalone Financial Statements that give a true and fair view of the state of affairs,
profit/loss and 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 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 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, management and Board of Directors 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 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 responsible for overseeing the Company's financial reporting
process.
Auditor’s Responsibility for 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 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 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 system in place and the operating effectiveness of such
controls.
• Fvaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and related disclosures made by the Management and Board of
Directors.
• 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.
Wo 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, to the extent
applicable.
2. (A) 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 except for the
matters stated in the 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 Cash Flows 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
Accounting Standards specified under Section 133 of the Act.
\l oA )u> II
(e) On the basis of written representations received from the directors of the Company 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) The modification 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) Rule, 2014.
(g) With respect to the adequacy of the internal financial controls with reference to
Standalone Financial Statements 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 over financial reporting
(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 as at 31st March 2025
on its financial position in its Standalone Financial Statements.
b. The Company did not have any long term contracts including derivative contracts for
which there were any material foreseeable losses.
c. There has been no delay in transferring amounts, required to be transferred, to the
Investor Education and Protection Fund by the Company.
d. (1) 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 Intermediary
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 to or on behalf of the Ultimate
Beneficiaries.
(2) 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
foreign entities ("Funding Parties"), with the understanding, whether recorded in
writing or otherwise, that the Company 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 Funding
Party or
• provide any guarantee, security or the like from or on behalf of the Ultimate
Beneficiaries; and
(3) Based on such audit procedures as considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to believe that the
representations under subclause (d) (i) and (d) (ii) contain any material mis¬
statement.
e. The company has not declared or paid any dividend during the year, hence there is no
noncompliance with Section 123 of the Act.
f. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is
applicable from 1 April 2023.
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. However,
The feature of recording audit trail (edit log) facility was not enabled at the application
layer of the accounting softwares for the period 1 April 2024 to 31 March 2025.
(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
remuneration paid by the Company to its directors during the current year is in
accordance with the provisions of Section 197 of the Act. The remuneration paid to any
director is not in excess of the limit laid down under Section 197 of the Act. The
Ministry of Corporate Affairs has not prescribed other details under Section 197(16) of
the Act which are required to be commented upon by us.
For Ashit N Shah & Co
f Chartered Accountants
FRN: 100624W
ibadj *11
Asfiit N. Shah
(Proprietor)
Place of Signature: Ahmedabad Membership No. 036857
Date: 08-05-2025 UDIN: 25036857BMHULV4440
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