We have audited the accompanying Standalone Ind AS Financial Statements of DHUNSERI INVESTMENTS 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 and the Statement of Cash Flows for the year then ended, and notes to the standalone Ind AS financial
statements, including a summary of the significant accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone Ind AS financial
statements give the information required by the Companies Act, 2013, as amended ('the Act') in the manner so required and give a true
and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st
March 2025, its profit including other comprehensive income, its cash flows and the changes in equity for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on Auditing (SAs), as 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 Ind AS 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 together with the ethical requirements that are relevant
to our audit of the 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 Code of Ethics. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit opinion on the standalone Ind AS 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 financial statements as a whole, and
in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Assessment of impairment of Investments in Subsidiary and Associates
The investments in subsidiaries and associates are stated at cost less impairment allowance, the total investments of the company
in subsidiaries and associates as at March 31, 2025 is Rs. 30,372.94 Lac, which is 60% of the total investment of the company.
Investments are tested for impairment allowance wherever changes in circumstances or events indicate uncertainties over recoverability
of the carrying amounts of the investments.
Significant judgements and estimates are required to assess the fair value of such investments where impairment indicators exist.
We have determined this to be a key audit matter for the current year looking into judgement and degree of subjectivity involved in the
impairment assessment of investments in subsidiaries and associates.
Audit procedure
In view of the significance of the matter, we applied the following procedures in this area among others to obtain audit evidence:
a) checked the design, implementation and operating effectiveness of key controls in respect of Company's impairment testing of
investments in subsidiaries and associates
b) evaluated Company's impairment assessments and assumptions associated with fair value measurement of such investments, where
potential indicators of impairment were identified
c) evaluation of key assumptions and methodology used in computing the fair value of such investments
d) evaluated the adequacy of disclosures made in the standalone financial statements with respect to such investments
Other information
The other information comprises the information included in the Annual report but does not include the standalone Ind AS financial
statements and our auditor's report thereon. The Company's Board of Directors is responsible for the other information.
Our opinion on the standalone Ind AS 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 standalone Ind AS 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 in the
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.
Management’s Responsibility 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 preparation
of these standalone Ind AS financial statements that give a true and fair view of the financial position, financial performance including
other comprehensive income, cash flows and changes in equity of the Company in accordance with the accounting principles generally
accepted in India, including the Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies
(Indian Accounting Standards) Rules, 2015, as amended. 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 the 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 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 standalone Ind AS 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 is also responsible for overseeing the Company's financial reporting process.
Auditors’ Responsibility for the Audit of the Financial Statements
Our objectives are to obtain reasonable assurance about whether the standalone Ind AS 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 standalone Ind AS 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 risks of material misstatement of the standalone Ind AS 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 financial controls 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 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 standalone 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 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.
Materiality is the magnitude of misstatements in the Standalone Financial Statement that, individually or in aggregate, make it probable that the
economic decisions of a reasonably knowledgeable user of the Financial Statement 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 Standalone Financial Statement.
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 standalone Ind AS financial statements for the financial year ended 31st March 2025 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 section 197(16) of the Act based on our audit, we report that the Company has paid remuneration to its directors
during the year in accordance with the provisions of and limits laid down under section 197 read with Schedule V to the Act.
2. 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 Annexure-A, a statement on the matters specified in paragraphs
3 and 4 of the said Order.
3. As required by section 143 (3) of the Act, we report that:
i. 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;
ii. In our opinion, proper books of account as required by law have been kept by the company so far as appears from our
examination of those books.
iii. The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the Cash Flow
Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the books of account;
iv. In our opinion, the aforesaid standalone Ind AS financial statements comply with the Accounting Standards specified under
section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended;
v. On the basis of the written representations received from the directors of the Company as on 31st March, 2025 taken on record
by the Board of Directors of the Company none of the Directors are disqualified as on 31st March, 2025 from being appointed
as a Director of that company in terms of sub-section 2 of Section 164 of the Act.
vi. 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”; and
vii. 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:
a. The Company does not have pending litigations as on balance sheet date which would impact its financial position.
b. The Company does not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses, and
c. There has been no delay in transferring amounts, required to be transferred, to the Investor Company's Education and
Protection Fund by the Investor Company;
d. (i) The Management has represented that, to the best of it's knowledge and belief, other than as disclosed in the Note
49(J) to the accounts, 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 person(s) or entity(ies), 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 by or on behalf of the Company
("Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(ii) The Management has represented, that, to the best of it's knowledge and belief, other than as disclosed in the Note 49(K)
to the accounts, no funds have been received by the Company from any person(s) or entity(ies), 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 by or on behalf of the Funding Party
("Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(iii) Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances,
nothing has come to my/our notice that has caused me/us to believe that the representations under sub-clause (i) and (ii)
of Rule 11(e) contain any material mis-statement.
e. The final dividend paid by the Company during the year in respect of the same declared for the previous year is in
accordance with section 123 of the Companies Act 2013 to the extent it applies to payment of dividend.
As stated in Note 42 to the financial statements, the Board of Directors of the Company have proposed final dividend for
the year which is subject to the approval of the members at the ensuing Annual General Meeting. The dividend declared is
in accordance with section 123 of the Act to the extent it applies to declaration of dividend.
f. Based on our examination which included 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, for the periods where audit trail (edit log) facility was enabled and operated throughout the year for the accounting software,
we did not come across any instance of the audit trail feature being tampered with and the audit trail has been preserved by the
company as per the statutory requirements for record retention.
MRIDULA AGARWAL, FCA, PARTNER
(Membership No. 306592)
For and on behalf of
U.S. AGARWAL & ASSOCIATES
Place: Kolkata Chartered Accountants
Date: The 20th day of May, 2025 Firm Registration No.314213E
UDIN: 25306592BMNXGL9317
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