అకౌంట్స్ గమనికలుChandrima Mercantiles Ltd.
We have audited the accompanying Ind AS financial statements of Chandrima Mercantiles
Limited ("the Company"), which comprise the Balance Sheet as at 31st March 2026, the
Statement of Profit and Loss, the Statement of Changes in Equity and the Statement of Cash
Flows for the year ended, and summary of the significant accounting policies and other
explanatory information (hereinafter referred to as " Ind AS financial statements").
Except for the possible effects of the matter described in the Basis for Qualified Opinion
paragraph, in our opinion and to the best of our information and according to the
explanations given to us, Ind AS financial statements give the information required by the Act
in the manner so required and give a true and fair view in conformity with the accounting
standards prescribed under section 133 of the Act, read with companies 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 2026, its loss (including other comprehensive income),
changes in equity and its cash flows for the year ended on that date.
We have conducted our audit of the Ind AS financial statements in accordance with the
Standards on Auditing specified under Section 143(10) of the Act. Our responsibility under
those Standards are further described in Auditor''s Responsibility for the Audit of the financial
statements section of our report. We are independent of the company in accordance of with
code of ethics issued by ICAI together with the independence requirement that are relevant
to our audit of financial statement under the provisions of the Act and the rules made there
Code under, and we have fulfilled our other ethical responsibilities in accordance with these
requirements and the ICAI''s of Ethics.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide
a basis for out audit opinion on the stand alone financial statement except for the following
matter:
We have not been provided with the balance confirmation or any other details for the, trade
payable, loans and advances, receivable/ payable shown in the books of accounts. In the
absence of the same we are unable to confirm the balance and nature of transaction.
We draw attention to the uncertainties relating to income tax notice received by company
for which the ultimate outcome of these matters cannot be presently determined, and no
provision has been made in the financial statements for any liability that may arise in this
regard.
As a result of these matters, we were unable to determine whether any adjustments might
have been found necessary in respect of recorded or unrecorded transactions and accounts
receivable/payable in the Balance Sheet, and the corresponding elements making up the
Statement of Profit and Loss and Cash Flow Statement.
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. These matters were
addressed in the context of our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on these matters.
|
Sr |
Key Audit Matters |
How Our Audit addressed the Key Audit |
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No |
Matter |
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1 |
Evaluation of Financial assets : |
⢠We have reviewed the transactions. |
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The company has received some |
⢠We discussed the nature of |
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loans from various parties as a part |
transaction with management. |
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For us to reach to conclusion for audit |
⢠We asked for the confirmation from |
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opinion the verification and |
not made available till the date of |
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|
confirmation of such advances were |
audit report and the same has been |
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necessary. |
described in qualified opinion. |
The company''s management and board of directors are responsible for the other information.
The other information comprises Board''s Report on corporate governance and Business
Responsibility report but does not include financial statement and our auditor''s report
thereon.
Our opinion on the financial statement 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 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 procedures or otherwise appear 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 on that fact. We have nothing to report
in this regard.
Management''s Responsibility for the Ind AS Financial Statements:
The Company''s Board of Directors is responsible for the matters stated in Section 134 (5) of
the Companies Act, 2013 ("the Act") with respect to the preparation of these Ind AS financial
statements that give a true and fair view of the state of affairs, Profit (including 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) prescribed 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 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 Ind AS 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.
Board of directors is also responsible for overseeing the company''s financial reporting
process.
Our objectives are to obtain reasonable assurance about whether 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 aggregate, they could reasonably be expected to
influence the economic decision of users taken on the basis of these financial statements.
As a 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 risk of material misstatement of the financial statements,
whether due to fraud or error, design and perform audit procedure responsive to
those risks, and obtain 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 the one resulting from error, as fraud may involve collusion, forgery,
intentional, omission, misrepresentation, or the override of internal control.
⢠Obtain an understanding of internal financial 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 an adequate internal financial control system 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.
⢠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
does not 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 does not
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, make 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 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 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 in terms of Section 143(11) of the Act, we give in "Annexure A" a
statement on the matters specified in paragraphs 3 and 4 of the Order.
2. As required by Section 143 (3) of the Act, we report that:
(a) We have sought and obtained all the information which to the best of our knowledge
and belief was necessary for the purpose 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, Statement of Changes in Equity
and the Cash Flow Statement dealt with by this Report are in agreement with the
books of account.
(d) In our opinion, the aforesaid Ind AS financial statements comply with the Indian
Accounting Standards prescribed under section 133 of the Act.
(e) On the basis of the written representations received from the directors and taken on
record by the Board of Directors, none of the directors is disqualified as on 31 March
2026 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,
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:
i. As on the date of this report, there is ongoing litigation in respect of Income tax
payable pertaining to the Company.
ii. The Company did not have any long-term contracts including derivative contracts
for which there were any material foreseeable losses;
iii. There were no amounts which were required to be transferred to the Investor
Education and Protection Fund by the Company.
iv. A resignation of statutory auditors occurred during the year. In compliance with
ICAI guidance, we have considered the resignation letter, Form ADT-3 filed with
the ROC, and our communication with the outgoing auditor. No issues, objections,
or concerns were raised by them regarding any financial irregularities or
disagreements with the management.
v. Based on our examination, which included test checks, the Company has used
accounting software systems for maintaining its books of account. However, the
accounting software does not have a feature for recording an audit trail (edit
log) of transactions, and the audit trail for the prior financial year has not been
preserved as per the statutory requirements for record retention. Consequently,
we were unable to verify changes made to the transactions through the software.
Management has represented that all transactions have been recorded
accurately.
vi. The company has neither declared nor paid any kind of dividend during the year.
Date: 26/05/2026 For M A A K & Associates
Place: Ahmedabad (Chartered Accountants)
UDIN: 26139533PRMIQQ3463 FRN : 135024W
CA Kenan Satyawadi
(Partner)
M. No.: 139533
i. Provisions, Contingent Liability and Contingent Assets:
Provisions are recognized only when there is a present obligation, as a result of past events and when a
reliable estimate of the amount of obligation can be made at the reporting date. These estimates are
reviewed at each reporting date and adjusted to reflect the current best estimates. Provisions are
discounted to their present values, where the time value of money is material.
Contingent liability is disclosed for: a. Possible obligations which will be confirmed only by future
events not wholly within the control of the Company; or b. Present obligations arising from past events
where it is not probable that an outflow of resources will be required to settle the obligation or a reliable
estimate of the amount of the obligation cannot be made.
Contingent assets are neither recognized nor disclosed except when realization of income is virtually
certain, related asset is recognized.
j. Operating Segments:
Operating segments are reported in a manner consistent with the internal reporting provided to the Chief
Operating Decision Maker (âCODMâ) of the Company. The CODM is responsible for allocating resources
and assessing performance of the operating segments of the Company.
k. Earnings per Share:
Basic earnings per share are calculated by dividing the net profit for the period attributable to equity
shareholders by the weighted average number of equity shares outstanding during the period.
For the purpose of calculating diluted earnings per share, the net profit for the period attributed to
equity shareholders and the weighted average number of shares outstanding during the period is
adjusted for the effects of all potentially dilutive equity shares.
l. Cash and Cash Equivalents:
For the purpose of the Standalone Statement of Cash Flows, cash and cash equivalents consist of cash
and cheques in hand, bank balances, demand deposits with banks where the original maturity is three
months or less and other short-term highly liquid investments net of outstanding bank overdrafts and
cash credit facilities as they are considered an integral part of the Companyâs cash management.
m. Functional and presentation currency:
Items included in the standalone financial statements of the Company are measured using the currency
of the primary economic environment in which the Company operates (i.e. the âfunctional currencyâ).
The standalone financial statements are presented in Indian Rupee, the national currency of India,
which is the functional currency of the Company.
n. Related Party Disclosure:
List of related parties where control exists and also related parties with whom transactions have taken
place and relationships, has been disclosed in Note No. 32 to the Notes to Accounts.
p. As certified by the company that it was received written representation from all the directors, that
companies in which they are directors had not defaulted in terms of section 164(2) of the companies
Act, 2013, and the representation from directors taken in Board that Director is disqualified from being
appointed as Director of the company.
q. Expenditure:
Expenses are net of taxes recoverable, where applicable.
r. Other Note:
As per the Ministry of Corporate Affairs (MCA) notification, proviso to Rule 3(1) of the Companies
(Accounts) Rules, 2014, for the financial year commencing April 1, 2023, every company which
uses accounting software for maintaining its books of account, shall use only such accounting
software which has a feature of recording audit trail of each and every transaction, creating an edit
log of each change made in the books of account along with the date when such changes were made
and ensuring that the audit trail cannot be disabled. The interpretation and guidance on what level
edit log and audit trail needs to be maintained evolved during the year and continues to evolve.
In the company, the accounting software has a feature of audit trail, but it was disable at an
application level for maintenance of books of accounts and relevant transactions. However, the
global standard ERP used by the Company has not been enabled with the feature of audit trail log at
the database layer to log direct transactional changes, due to present design of ERP. This is being
taken up with the vendor. In the meanwhile, the Company continues to ensure that direct write
access to the database is granted only via an approved change management process.
S. Equity Share Capital:
During the year the company has issued 2,00,00,000 equity shares at the price of Rs. 15.75/- per share
on preferential basis. Pursuant to this allotment, the paid-up share capital of the Company is increased
to Rs. 22,51,13,000/-
5C. Significant management judgement in applying material and other accounting policies and
estimation uncertainty:
The preparation of the Companyâs financial statements requires the management to make judgements,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and
the accompanying disclosures, and the disclosure of contingent liabilities:
⢠Recoverability of advances / receivables
At each balance sheet date, based on historical default rates observed over expected life, the
management assesses the expected credit losses on outstanding receivables and advances.
⢠Provisions
At each balance sheet date basis the management judgment, changes in facts and legal aspects, the
Company assesses the requirement of provisions against the outstanding contingent liabilities.
However, the actual future outcome may be different from this judgement.
⢠Contingencies
Contingent liabilities may arise from the ordinary course of business in relation to claims against
the Company. By their nature, contingencies will be resolved only when one or more uncertain
future events occur or fail to occur. The assessment of the existence, and potential quantum, of
contingencies inherently involves the exercise of significant judgments by management and the use
of estimates regarding the outcome of future events
⢠Fair value measurements
Management applies valuation techniques to determine the fair value of financial instruments
(where active market quotes are not available) and share based payments. This involves developing
estimates and assumptions consistent with how market participants would price the instrument. The
Company engages third party valuers, where required, to perform the valuation. Information about
the valuation techniques and inputs used in determining the fair value of various assets, liabilities
and share based payments are disclosed in the notes to standalone financial statements.
⢠Inventories
The Company estimates the net realizable values of inventories, taking into account the most
reliable evidence available at each reporting date. The future realization of these inventories may be
affected by future demand or other market-driven changes that may reduce future selling prices.
⢠Income taxes
The Companyâs tax jurisdiction is India. Significant judgements are involved in estimating
budgeted profits for the purpose of paying advance tax, determining the provision for income taxes,
including amount expected to be paid / recovered for uncertain tax positions. The extent to which
deferred tax assets/minimum alternate tax credit can be recognized is based on managementâs
assessment of the probability of the future taxable income against which the deferred tax
assets/minimum alternate tax credit can be utilized.
For and on behalf of the board of directors As per our attached report of even date
For, Chandrima Mercantiles Limited For, V S S B & Associates
Chartered Accountants
Firm No. 121356W
Dinesh Hareshbhai Gohel Pranav Trivedi (Shridhar Shah)
Managing Director & CFO Director (Partner)
(DIN: 11061856) (DIN: 09218324) M No:-138132
UDIN: 2513813 2BMGCPR943 0
Manish Daya
Company Secretary
Place : Ahmedabad Place : Ahmedabad
Date : 19/05/2025 Date :19/05/2025
(b) Detailed note on the terms of the rights, preferences and restrictions relating to each class of shares including restrictions on the distribution of dividends and repayment of capital.
i) The Company has only one class of Equity Shares having a par value of Rs. 10/- per share. Each holder of Equity Share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. During the year ended 31st March 2024, the Company has not declared any dividend.
ii) In the event of liquidation of the Company, the holders of Equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity shares held by the shareholders.
(f) Detailed note on shares reserved to be issued under options and contracts / commitment for the sale of shares / divestments including the terms and conditions.
The company does not have any such contract / commitment as on reporting date.
(g) Detailed terms of any securities convertible into shares, e.g. in the case of convertible warrants, debentures, bonds etc.
The company does not have any securities convertible into shares as on reporting date.
The figures of the previous year have been re-arranged, re-grouped and re- classified wherever necessary.
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