We have audited the accompanying standalone financial statements of Rubfila International Ltd (“the Company”), which comprise the Standalone Balance Sheet as at 31 March 2025, the Standalone Statement of Profit and Loss (includ¬ ing other comprehensive income), Standalone Statement of changes in equity and Standalone Statement of Cash Flows for the year then ended, and Notes to the Financial State¬ ments, including a material accounting policies and other explanatory information.
In our opinion and to the best of our information and accord¬ ing to the explanations given to us, the aforesaid standalone financial statements (“the financial statements”) give the in¬ formation required by the Companies Act, 2013 ('the Act’) in the manner so required and give a true and fair view in con¬ formity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2025, and total comprehensive income (comprising of 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) as specified under section 143(10) of the Com¬ panies 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 Accoun¬ tants of India (ICAI) together with the ethical requirements that are relevant to our audit of the financial statements un¬ der the provisions of the Act and the Rules there-under, and we have fulfilled our other ethical responsibilities in accor¬ dance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence we have obtained is suffi¬ cient and appropriate to provide a basis for our audit opinion on the standalone financial statements.
Other Information
The Company’s Board of Directors is responsible for the other information. The other information comprises the informa¬ tion included in the Annual Report, but does not include the financial statements and our auditor’s report thereon.
Our opinion on the standalone statements does not cover the other information and we do not express any form of assur¬ ance 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 such other information is materially inconsistent with the 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 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 Financial Statements
The Company’s Board of Directors is responsible for the mat¬ ters 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 financial position, financial performance, cash flows and changes in equity of the Company in accor¬ dance with the accounting principles generally accepted in India, including the Indian 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 of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgements 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 misstate¬ ment, whether due to fraud or error.
In preparing the financial statements, management is re¬ sponsible 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 account¬ ing unless management either intends to liquidate the Com¬ pany 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.
Auditor’s Responsibilities for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from ma¬ terial misstatement, whether due to fraud or error, and to is¬ sue 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 ex¬ pected 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 pro¬ fessional judgement 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 re¬ sponsive 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 misstate¬ ment resulting from fraud is higher than for one result¬ ing from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the over¬ ride 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 inter¬ nal financial controls with reference to financial state¬ ments 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 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 at¬ tention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are in¬ adequate, 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 condi¬ tions may cause the Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure and con¬ tent 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 re¬ garding, among other matters, the planned scope and tim¬ ing 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 state¬ ment that we have complied with relevant ethical require¬ ments regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applica¬ ble, 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 state¬ ments 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 de¬ termine 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 bene¬ fits 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 Companies Act, 2013, we give in the “Annexure 'A’”, a statement on the matters specified in paragraphs 3
and 4 of the said Order, to the extent applicable.
2 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 State¬ ment of Profit and Loss, Standalone Cash Flow State¬ ment and Standalone 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 state¬ ments comply with the 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 31 March 2025 taken on record by the Board of Directors, none of the directors is dis¬ qualified as on 31 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 over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate Report in “Annexure 'B’” to this report.
(g) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Com¬ panies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and ac¬ cording to the explanations given to me/us:
i The Company does not have any pending litigations which would impact its financial position (Refer Note 38 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.
iii There has been no delay in transferring funds to the Investor Education and Protection Fund by the Company.
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 Compa¬ ny to or in any other person or entity, 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 per¬ sons or entities identified in any manner what¬ soever by or on behalf of the Company (“Ulti¬ mate 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 its knowledge and belief, as disclosed in the Note 48(vi) to the standalone financial statements, no funds have been received by the Company from any person or entity, including foreign entities (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, wheth¬ er, 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 guar¬ antee, security or the like on behalf of the Ulti¬ mate Beneficiaries;
c) Based on such audit procedures performed that have been considered reasonable and appro¬ priate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (a) and (b) contain any material misstatement.
v The company has declared dividend during the year in compliance with provisions under Section 123 of the Act.
vi The company has used an accounting software for maintaining its books of account which has a fea¬ ture of recording audit trail (edit log) facility and the same has been operated throughout the year for all transactions recorded in the software and the audit trail feature has not been tampered with and the audit trail has been preserved by the company as per the statutory requirements for record retention.
For Mohan & Mohan Associates
Chartered Accountants Firm No.02092 S
R.Suresh Mohan
(Partner)
Thiruvananthapuram Mem No. 13398.
28 May 2025 UDIN: 25013398BMLDZA3055
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