We have audited the accompanying financial statements of Shiva Mills Limited ("the Company”), which
comprise the Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including Other
Comprehensive Income), the Statement of Changes in Equity, the Statement of Cash Flows for the year then
ended and notes to the financial statements including a summary of material accounting policies and other
explanatory information (hereinafter referred to as "Financial Statements”).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid
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
including the Indian Accounting Standards ("Ind AS”), of the state of affairs of the Company as at March 31,2025,
its loss including 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 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 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 ethical
requirements that are relevant to our audit of the Financial statements under the provisions of the Act and 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 we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key Audit Matters
Key Audit Matters are those matters that, in our professional judgment, were of most significance in our audit of
the Financial statements of the current period. We have determined that there are no key audit matters to
communicate in our report.
Information Other than the financial statements and Auditor’s Report Thereon
The Company's Management and the Board of Directors are responsible for the preparation of 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 auditor's report thereon.
The other information is expected to be made available to us after the date of Audit Report.
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 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 financial statements or our knowledge obtained during the course of our audit or otherwise
appears to be materially misstated.
When we read the other information, as stated above, which is expected to be received after the date of our Audit
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 applicable laws and
regulations.
Management's and Board of Directors Responsibilities for the Financial Statements.
The Company's Management and the 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
financial position, financial performance including other comprehensive income, statement of changes in equity
and cash flows of the Company in accordance with the accounting principles generally accepted in India,
including the Accounting Standards specified under section 133 of the Act, read with relevant rules issued
thereunder. 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 Financial Statements, the 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 Board of Directors either intends to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
The Management and 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
skepticism 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 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 the Board of Directors.
• Conclude on the appropriateness of the management and Board of Director'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) evaluating 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.
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 "Annexure 1”, 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 Balance Sheet, the Statement of Profit and Loss including the Statement of Other
Comprehensive Income, the 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. In our opinion, the aforesaid Financial Statements comply with the Accounting Standards
specified under section 133 of the Act read with relevant rules issued thereunder;
e. On the basis of the written representations received from the directors as on March 31,2025,
and taken on record by the Board of Directors, none of the directors is 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 with reference to Financial
Statements of the Company and the operating effectiveness of such controls, we give our
separate report in "Annexure 2”.
(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, 2021, 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 as on March 31, 2025 on its
financial position in its Financial Statements - Refer Note 32 on Contingent Liabilities to the
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, as disclosed in
the note 51(i) to the Financial Statements, 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.
b. The Management has represented, that, to the best of its knowledge and belief, as
disclosed in Note No 51(ii) of Financial Statements, no funds (which are material either
individually or in the aggregate) have been received by the Company from any person or
entity, including foreign entity ("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 on behalf of the Ultimate Beneficiaries.
c. Based on the 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 sub clause iv (a) and (b) contain any material misstatement.
(v) Based on our examination which include test checks, the company has used accounting
software for maintaining its books of accounts which have 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. Further, during the course of our audit we did not come across any
instance of audit trail feature being tampered with. Additionally, the audit trail has been
preserved by the company as per the statutory requirement for record retention.
(C) With respect to the other matters to be included in the Auditor's 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
remuneration paid by the Company to its directors during the 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 Companies Act.
For VKS Aiyer & Co
Chartered Accountants
ICAI Firm Registration No.000066S
C S Sathyanarayanan
Partner
Place : Coimbatore Membership No. 028328
Date : 22nd May, 2025 UDIN: 25028328BMIZUR2927
| 