We have audited the standalone financial statements of VIKAS ECOTECH LIMITED (the Company), which comprise
the standalone Balance Sheet as at 31st March, 2025, the standalone statement of Profit and Loss (Including Other
Comprehensive Income), standalone statement of changes in equity, and standalone statement of cash flows for the year
then ended, and notes to the standalone financial statements, including a summary of significant 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 accounting principles generally accepted in India, of the state of affairs of
the Company as at 31st March 2025, its profit and other comprehensive income, changes in equity and its cash flows for
the year ended on that date.
Basis for Opinion
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the
Companies Act, 2013. 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 together with the ethical requirements that are
relevant to our audit of the standalone financial statements under the provisions of the Companies Act, 2013 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 opinion on
the standalone financial statements.
Key Audit Matters
Key audit matters(KAM) 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 that there are no key audit matters to communicate in our report.
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 financial statements and our
auditors' 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
identified above when it becomes available 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.
When we read the Company's 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 necessary actions, as applicable under the relevant
laws and regulations.
We have nothing to report in this regard.
Management and Board of Directors' Responsibilities for the Standalone Financial Statements
The Company's management and 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 state of
affairs, profit/loss and 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 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 the Board of Directors either intend to liquidate the Company or to cease
operations, or have no realistic alternative but to do so.
Those Board of Directors is also responsible for overseeing the Company's financial reporting process.
Auditor's 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 auditors' 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:
(a) 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.
(b) 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 standalone financial
statements in place and the operating effectiveness of such controls.
(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and
related disclosures made by management and Board of Directors.
(d) Conclude on the appropriateness of management's and Board of Directors' use of the going concern basis of
accounting in preparation of standalone financial statements 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 auditors' 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
auditors' report. However, future events or conditions may cause the Company to cease to continue as a going
concern.
(e) 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 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 Ind AS
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.
Emphasis of Matters
We draw attention to Note 16 of the accompanying financial statements, which describes the Company's proposed
Scheme of Capital Reduction. Pursuant to a Termination cum Settlement Agreement dated January 29, 2025, the Company
has reversed the earlier share swap transaction with the shareholders of Shamli Steels Private Limited (SSPL) and has
already transferred back the entire investment in SSPL to its original owners. Accordingly, although the formal approval
from BSE, NSE, and the Hon'ble National Company Law Tribunal (NCLT) for the proposed reduction of share capital is still
awaited, the Company has accounted for the reduction in share capital in the current financial statements, by extinguishing
38,03,50,000 equity shares of ?1 each that were earlier issued pursuant to the said transaction.
Our opinion is not modified in respect of above matters.
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 section 143(11) 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. (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.
c) The standalone Balance Sheet, the standalone Statement of Profit and Loss (including other comprehensive
income), the standalone statement of changes in equity and the standalone statement of Cash Flow
Statement 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
as 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 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) 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.
g) 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, in our opinion and to the best of our information and according
to the explanations given to us:
(B) a) The Company has disclosed the impact of pending litigations as at 31st March 2025 on its financial position
in its standalone financial statements - Refer Note 39 to the 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 is delay in transfer of amount of Rs. 6.43 Lakhs being unclaimed dividend to the Investor Education
and Protection Fund by the Company which was required to be transferred during the year, however the
same has not been transferred due to a technical issue on the MCA portal.
d) (i) The Management has represented that, to the best of its knowledge and belief, 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 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 on behalf of the Ultimate Beneficiaries;
(ii) The Management has represented, that, to the best of its knowledge and belief, no funds (which are
material either individually or in the aggregate) 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
Parties or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(iii) 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 d(i) and d(ii) contain any material misstatement.
(e) No dividend has been declared or paid during the year by the Company
(f) Based on our examination which included test checks, the Company, has used accounting software for
maintaining its books of accounts which has a feature of recording audit trail (edit log) facility for all relevant
transactions recorded in the software. Further, during the course of our audit, we did not come across any
instance of audit trail feature being tampered with, once it has been enabled and 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 Auditors' 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.
For KSMC & ASSOCIATES
Chartered Accountants
FRN:003565N
(CA Mukesh Aggarwal)
Partner
M. No.: 089109
UDIN: 25089109BMMIHS6274
Place: New Delhi
Date: 29.05.2025
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