We have audited the accompanying financial statements of Sanchay Finvest Limited ( the
Company"), which comprise the Balance Sheet as at 31st March, 2025, 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 significant accounting policies and other explanatory information (hereinafter
referred as "Financial Statements").
In our opinion and to the best of our information and according to the explanations given to us,
except for the effects/possible effects, if any, of the matters described in the "Basis for Qualified
Opinion" paragraph of our report, the aforesaid standalone financial statements give the
information required by the Companies Act, 2013 ("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 generally accepted in India, of the state of affairs of
the Company as at 31st March 2025, its loss, total comprehensive income, its cash flows and the
changes in equity for the year ended on that date
Basis for Qualified Opinion:
As stated in Note 38 of the Statement, the Company has not made provision for expected credit
losses in respect of certain current assets and/or current investments, including member deposit
with the M.P. Stock Exchange (Rs. 50 thousand), OTC Exchange (Rs. 225 thousand), Stock
Exchange card fees (Rs. 2,300 thousand), fixed deposit balance with Bank of India (Rs. 50
thousand), and doubtful trade receivables (Rs. 67.21 thousand). This is not in compliance with Ind
AS 109 - Financial Instruments. Had such provision been made, the loss for the year would have
increased and current assets would have been correspondingly reduced.
We conducted our audit in accordance with the Standards on Auditing ("SAs") specified under
Section 143(10) of the Companies Act, 2013 ("the Act"). Our responsibilities under those Standards
are further described in paragraph (a) of Auditor's Responsibilities section below. We are
independent of the Group in accordance with the Code of Ethics issued by the Institute of
Chartered Accountants of India ("the ICAI") together with tire ethical requirements that are
relevant to our audit of the Consolidated Financial Results for the year ended 31 March 2025 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 ICAI's Code of Ethics. We believe
that the audit evidence obtained by us and the audit evidence obtained by the other auditors in
terms of their reports referred to in Other Matters section below, is sufficient and appropriate to
provide a basis for our qualified audit opinion.
Emphasis of Matter:
We draw attention to the following:
a. As stated in Note 7, the Company has not complied with the provisions of Section 177(2)
and Section 178 of the Act regarding constitution of the Audit Committee and the
Nomination and Remuneration Committee.
b. We draw attention to Note 37 to the financial statements, which describes that the
Company has not paid preference share dividends at the agreed rate, has not paid all
shareholders, and has not renewed or redeemed the preference shares post their due date.
These matters indicate potential non-compliance with the terms of issue and may have
regulatory implications.
c. As detailed in Note 41, the Company does not have a appropriate system of obtaining
confirmations and performing reconciliations of balances of deposits, advances, and other
receivables/payables. Due to absence of sufficient appropriate audit evidence, we are
unable to determine the possible impact, if any, on the financial results.
d. As stated in Note 42, trade payables have been bifurcated into MSME and others and
further classified into disputed or undisputed based solely on the management's
assessment. However, no audit evidence has been provided in support of such
classification. In the absence of adequate audit evidence, we are unable to comment on the
accuracy and completeness of such classification and its potential impact on the liabilities
and related disclosures.
Our opinion is not modified in respect of 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 of the current period. Except for the matters
described in the Basis for Qualified Opinion section, we have determined that there are no other
key audit matters to be communicated in our report.
Information other than the Standalone Financial Statements and Auditors' Report thereon
The Company's 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 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 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. 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 and Those Charged with Governance for the 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 financial statements that give a true and fair view of
the state of affairs (financial position), 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 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 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 intends to liquidate the Company or to cease operations, or has no
realistic alternative but to do so.
The 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 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 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.
• Evaluate 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 the Management 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 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.
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 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.
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. As required by Section 143 (3) of the Act, we report that:
a) We have sought and, except for the matters described in the Basis for Qualified Opinion
paragraph, obtained all the information and explanations which to the best of our
knowledge and belief were necessary for the purposes of our audit.
b) Except for the possible effects of the matters described in the Basis for Qualified Opinion
paragraph, in our opinion, proper books of account as required by law have been kept by
the Company so far as appears from our examination of the books.
c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive
Income, Statement of Changes in Equity and the Statement of Cash Flows dealt with by
this Report are in agreement with the books of account.
d) Except for the effects of the matters described in the Basis for Qualified Opinion paragraph,
in our opinion, the aforesaid standalone financial statements comply with the Indian
Accounting Standards specified under section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014.
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 are disqualified as on March
31, 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 over financial reporting 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.
g) With respect to the other matters to be included in the Auditor's Report in accordance
with Rule 11 of tire 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 if any as at 31 March
2025 on its financial position in its standalone financial statements.
(ii) The Company did not have any long-term contracts including derivative contracts
for which there were any material foreseeable losses.
(iii) There are no amounts that are required to be transferred, to the Investor Education
and Protection Fund by the Company.
(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 person(s) or entity(ies), including foreign entities ("Intermediaries"),
with the understanding, whether recorded in writing or otherwise, that the
Intermediary 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;
(b) The management has represented, that, to the best of it's knowledge and belief,
other than as disclosed in the notes to the accounts, no funds have been received
by the company from any person(s) or entity(ies), 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; and
(c) 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; and
(d) Based on audit procedures which we considered reasonable and appropriate in
the circumstances, nothing has come to their notice that has caused us to believe
that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided
under (a) and (b) above, contain any material misstatement.
(iv) During the year, the Company has not complied with the provisions of Section 123 of the
Companies Act, 2013, as dividend on preference shares was not paid in full to all
shareholders and part of the declared dividend remains unpaid. Further, the Company has
not redeemed the 12% Redeemable Non-Cumulative Preference Shares upon maturity in
October 2024 (Refer note no. 39)
(v) Based on our examination, which included test checks, the company has used
accounting software for maintaining its books ot account which has a feature of
recording audit trail (edit log) facility as per Proviso to Rule 3(1) of the Companies
(Accounts) Rules, 2014. This feature remained operational throughout the year for
all relevant transactions. Furthermore, during our audit, we did not come across
any instance of tampering with the audit trail feature. Additionally, the company
has preserved the audit trail as per statutory record retention requirements.
3. With respect to the other matters to be included in the Auditors' 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 explanations given to us, the company has
not paid the Managerial remuneration as per the request of Managing director/other directors.
Also The company has not paid the sitting fees to Independent directors, which is violated the
provision of Companies Act, 2013.
For Jain Jagawat Kamdar & Co
Chartered Accountants
FRN
CA Basant Jain
Partner
M.No. 122463
UDIN: 25122463BMIIXE5746
Date: 29th May, 2025
Place: Mumbai
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