We have audited the standalone Ind AS financial statements of Indo Thai Securities Limited ("the Company"), which comprisethe Balance Sheet as at March 31, 2025, the Statement of Profit and Loss (including other comprehensive income), Statement ofChanges in Equity and Statement of Cash Flows for the year ended and a summary of significant accounting policies and otherexplanatory information (hereinafter referred to as "the financial statements").
ln our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statementsgive the information required by the Companies Act, 2013 (the "Act") in the manner so required and give a true and fair view inconformity with Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (IndianAccounting Standards) Rules, 2015, as amended ("Ind AS") and other accounting principles generally accepted in India, of thestate of affairs of the Company as at March 31, 2025, profit, total comprehensive income, changes in equity and cash flows for theyear ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor'sResponsibilities for the Audit of the financial statements section of our report. We are independent of the Company in accordancewith the Code of Ethics issued by the Institute of Chartered Accountants of India ("ICAI") together with the ethical requirementsthat are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we havefulfilled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the 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 financialstatements 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. There is no key audit matter to becommunicated in our report.
Information Other than the Financial Statements and Auditor's Report Thereon
The Company's Board of Directors is responsible for the preparation of the other information. The other information comprisesthe information included in the Management's Discussion and Analysis and Board's Report including Annexures to Board's Report, Corporate Governance and Shareholder's Information, but does not include the financial statements andour auditor's report thereon.
Our opinion on the financial statements does not cover the other information and we do not express any form of assuranceconclusion thereon.
ln 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 theaudit, or otherwise appears to be materially misstated.
If based on the work we have performed on the other information obtained prior to the date of this auditor's report, we concludethat there is a material misstatement of this other information, we are required to report that fact. We have nothing to report inthis regard.
Responsibilities of Management and Those Charged with Governance for the Financial Statements
The Company's Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparationof these financial statements that give a true and fair view of the financial position, financial performance, total comprehensiveincome, changes in equity and cash flows of the Company in accordance with the Ind AS and other accounting principlesgenerally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with theprovisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate accounting policies; makingjudgments and estimates that are reasonableand prudent; and design, implementation and maintenance of adequate internal financial controls, that were operatingeffectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation ofthe 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 management is responsible for assessing the Company's ability to continue as a goingconcern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless themanagement either intends to liquidate the Company 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 Standalone Financial Statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from materialmisstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is ahigh level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a materialmisstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in theaggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financialstatements.
As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism throughoutthe audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, designand perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than forone resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or theoverride of internal control.
• Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that areappropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion onwhether the Company has adequate internal financial controls system in place and the operating effectiveness of suchcontrols.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and relateddisclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on theaudit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significantdoubt on the ability of the Company to continue as a going concern. If we conclude that a material uncertainty exists, weare required to draw attention in our auditor's report to the related disclosures in the standalone financial statements or, ifsuch disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up tothe date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as agoing concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, andwhether the financial statements represent the underlying transactions and events in a manner that achieves fairpresentation.
Materiality is the magnitude of misstatements in the annual financial statements that individually or in aggregate, make itprobable that the economic decisions of reasonably knowledgeable user of the financial statements may be influenced. Weconsider quantitative materiality and qualitative factors in (i) planning to scope our audit work and in evaluating the results of ourwork; 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 theaudit 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 requirementsregarding independence, and to communicate with them all relationships and other matters that may reasonably be thought tobear on our independence, and where applicable, related safeguards.
From the matters communicated with those charged with governance, we determine those matters that were of mostsignificance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, inextremely rare circumstances, we determine that a matter should not be communicated in our report because the adverseconsequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
Report on Other Legal and Regulatory Requirements
i. As required by the Companies (Auditor's Report) Order, 2020 ("the Order") issued by the Central Government in terms of Section143(11) of the Act, we give in "Annexure A" a statement on the matters specified in paragraphs 3 and 4 of the Order.
ii. 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 werenecessary for the purposes of our audit of the financial statements.
b. ln our opinion, proper books of accounts as required by law have been kept by the Company so far as it appears from ourexamination of those books.
c. The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of changesin Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the books of accounts maintainedfor the purpose or preparation of the financial statements.
d. ln our opinion, the aforesaid financial statements comply with the Ind AS specified under section 133 of the Act, read withRule 7 of the Companies (Accounts) Rules, 2014.
e. The company has not informed about the presence of any operational Branch which requires Audit u/s 143(8) of the Act.
f. On the basis of the written representations received from the directors as on March 31, 2025 taken on record by the Board ofDirectors, none of the directors is disqualified as on March 31, 2025 from being appointed as a director in terms of Section164(2) of the Act.
g. On the basis of the examination if the Books of accounts and other records shown to us for the purpose of the Audit andother such documents asked during the course of the Audit, the Auditor has no observation or adverse comment, apart fromthose mentioned in the relevant paras if any, on the financial transactions or matters which may have any adverse effect onthe functioning of the company.
h. On the basis of the examination of the Books of Account and other records shown to us for the purpose of the Audit andother such documents asked during the course of the Audit, we found no material reason to report any qualification,reservation or adverse remark relating to the maintenance of accounts and other matters connected therewith, apart fromthe matters already mentioned in the relevant paras, if any.
i. With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operatingeffectiveness of such controls, refer to our separate Report in "Annexure-B".
j. With respect to the matter to be included in the Auditors' Report under section 197(16) of the Act, as amended:
In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to itsmanaging director during the year is in accordance with the provisions of section 197 of the Act.
k. With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Auditand Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has pending litigations on its financial position in its Standalone Financial Statements, Please refer note no.34 ;
ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeablelosses, on long-term contracts including derivative contracts;
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and ProtectionFund by the Company.
iv. a. The management has represented that, to the best of its knowledge and belief, other than as disclosed in the noted ofthe accounts, no funds have been advanced or loans or invested (either from borrowed funds or share premium or anyother sources or kind of funds) by the company to or in any other person(s) or entities, 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 onbehalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of ultimatebeneficiaries;
b. The management has represented that, to the best of its knowledge and belief, no funds have been received by thecompany from any person(s) or entities, including foreign entities (“Funding Parties”), with the understanding whetherrecorded in writing or otherwise, that the Company shall, whether directly or indirectly lend or invest in other persons orentities identified in any manner by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide anyguarantee, security or the like on behalf of ultimate beneficiaries; and
c. Based on audit procedures as considered reasonable and appropriate in the circumstances, nothing has come to ournotice that has caused us to believe that the representations under sub-clause (I) and (II) contain any materialmisstatement.
v. As stated in the financial statements:
i. The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordancewith section 123 of the Companies Act, 2013.
ii. No interim dividend was declared and paid by the company during the year.
iii. The Board of Directors of the Company has not proposed dividend for the year which is subject to the approval of themembers at the ensuing Annual General Meeting.
vi. Based on our examination which included test checks and in accordance with requirements of the ImplementationGuide on Reporting on Audit Trail under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, the Company has usedaccounting software for maintaining its books of account, which have a feature of recording audit trail (edit log) facility andthe same has operated throughout the year for all relevant transactions recorded in the software.
The audit trail (edit log) feature is duly enabled at the database level to comprehensively log all direct data changes withinthe accounting software used for maintaining the books of account.
Unique Document Identification Number (UDIN) for this document is 25436593BM3HUO5716
For SPARK & Associates Chartered Accountants LLP
Chartered AccountantsFirm Reg No. 005313C / C400311
CA Chandresh Singhvi
Partner
Membership No. 436593Place: IndoreDate: 30th May, 2025