We have audited the accompanying standalone financial
statements of Vipul Organics 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
ended on that date and notes to the financial statements,
including a summary of significant accounting policies and
other explanatory information (hereinafter referred to as
"the 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
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(financial
position ) of the Company as at 31st March, 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 standalone financial
statements in accordance with the Standards on Auditing
("SAs") specified under section 143(10) of the Act. Our
responsibilities under those Standards 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 ("ICAI") together with the
independence 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 ICAI's Code of Ethics.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion
on the standalone financial statements.
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.
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 other key audit
matters to be communicated in our report.
Information Other than the Standalone financial
statements and Auditor's Report Thereon
The Company's management and Board of Directors are
responsible for the preparation of other information. The
other information comprises the information included in
the Director's Report but does not include the financial
statements and our auditor's report thereon.
Our opinion on the 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 financial statements,
our responsibility is to read the other information and,
in doing so, consider whether the other information is
materially inconsistent with the financial statements or
our knowledge obtained in 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 on the even date.
Responsibility of Management and those
charged with Governance for the Standalone
financial statements
The Company's management and Board of Directors
is 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 financial position, financial performance, total
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.
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 financial statements, management is
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 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
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
financial statements.
As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional
scepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the
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 Companies Act 2013, we are also responsible
for expressing our opinion on whether the company has
adequate internal financial controls system, in relation
to the 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 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 attention in our auditor's
report to the related disclosures in the 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 financial statements, including the disclosures, and
whether the financial statements represent the underlying
transactions and events in a manner that achieves fair
presentation.
Materiality is the magnitude of misstatements in the
financial statements that, individually or in aggregate,
makes it probable that the economic decisions of a
reasonably knowledgeable user of the 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 the Management, 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 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 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. (refer our
comments in para 2(C)(vi))
(c) The Balance Sheet, the Statement of Profit
and Loss including Other Comprehensive
Income, Statement of change in Equity and
the Statement of Cash Flow dealt with by this
Report are in agreement with the relevant
books of account.
(d) In our opinion, the aforesaid standalone
financial statements comply with
the Accounting Standards specified
under Section 133 of the Act read with
Companies(Indian Accounting Standards)
Rules ,2015,as amended .
(e) On the basis of the written representations
received from the directors 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 over financial reporting
with reference to the 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 operative effectiveness of the
company's internal financial controls with
reference to standalone financial statements.
(g) The modification relating to the maintenance
of accounts and other matters connected
therewith, is as stated in paragraph (b) above .
B. 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.
C. 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, which will have an
impact on its financial position in its financial
statements-refer note 37 to the standalone
financial statements.
ii. The Company did not have any long-term
contracts including derivative contracts for
which there were material foreseeable losses;
iii. There has been no delay in transferring
amounts, required to be transferred, 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 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.
b) 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 Parties or provide any
guarantee, security or the like on behalf
of the Ultimate Beneficiaries.
c) Based on the audit procedures
performed that we 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 (i)
and (ii) of Rule 11(e) contain any material
mis- statement.
v) The dividend declared and paid during the
current year in respect of F. Y. 2022-2023 is in
compliance with section 123 of the Act. The
Board of Directors have proposed dividend
for the year which is subject to approval of
the members at the Annual General Meeting.
The dividend declared is in accordance with
section 123 of the Act to the extent it apples to
declaration of dividend.
vi) Based on such audit procedures that we
have considered reasonable and appropriate
in the circumstances, we report that for the
year ended March 31, 2025, for maintaining
its books of account, the Company has used
accounting software which has a feature of
recording audit trail (edit log) facility and the
same has operated throughout the year for all
relevant transactions recorded in the software,
except that no audit trail was enabled at the
database level for accounting software SAP
to log any direct data changes as described in
note 53 to the financial statements . Further,
during the course of our audit, we did not
come across any instance of audit trail feature
being tampered with and audit trail has been
preserved by the Company as per the statutory
requirements for record retention.
For J. A. Rajani & Co.
Chartered Accountants
Firm Reg. No. 108331W
Place: Mumbai P. J. Rajani
Date: 30th May, 2025 Proprietor
UDIN 25116740BMONZY7376 Membership No. 116740
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