We have audited the accompanying Standalone Financial Statements of Leel Electricals
Limited (“the Company”), which comprise the Standalone Balance Sheet as at March 31,
2025, and the Standalone Statement of Profit and Loss (including Other Comprehensive
Income), the Standalone Statement of Cash Flow and the Standalone Statement of Changes
in Equity for the year ended on that date, and notes to the Standalone Financial Statements
including a summary of material 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 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 as notified by the Ministry of Corporate
Affairs(‘MCA’) under Section 133 of the Act, read together with Rule 3 of the Companies
(Indian Accounting Standards) 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
2025, and its profit, total comprehensive income, its cash flows and its changes in equity for
the year ended on that date.
Basis for Opinion
(i) Details of MSME suppliers /vendors are not available , hence we are not able to
comment whether they have been paid in time or not ?
Effect of qualifications on financial statements
The effect of our observations at para no. 2(i) shall not be ascertainable.
We conducted our audit of the 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 Responsibility for the Audit of
the Standalone Financial Statements section of our report below. 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 Standalone Financial Statements under the provisions of the Act and the Rules
made 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
obtained by us is sufficient and appropriate to provide a basis for our audit 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. Following are the Key Audit matters -
1. The Hon'ble National Company Law Tribunal Allahabad Bench (NCLT) vide its
order dated 06.12.2021 initiated the liquidation proceedings against Leel Electricals
Limited (Company). Thereafter, Hon'ble NCLT by its order dated 21.03.2024 and
23.10.2024 inter-alia approved the directions for implementing sale of the Company
as a going concern to a Successful Auction Purchaser i.e. Krishna Ventures Limited
(KVL/Acquirer). The Liquidator has already issued the Sale Certificate dated
12.06.2024 for sale of the Company as going concern pursuant to the provisions of
the Insolvency and Bankruptcy Code, 2016 (Code). The Acquirer has initiated the
process for taking over of the Company. The process related to change in
management has been done but other restructuring exercise such as change in capital
of the Company is in process. The Acquirer is in the process of complete takeover
of the Company including but not limited to records & papers of the Company. Also,
the Company is in the process of obtaining the latest data of Shareholding from the
Registrar & Transfer Agent (RTA) of the Company.
2. Ministry of corporate affairs u/s 206(5) of Companies Act, 2013 vide its inspection
report F. No. 1760/UDM/2019/760 dated 22.06.2020 has reported that during the
F.Y. 2011-12 to 2017-18 company has indulged in non-compliance, irregularity, fraud
fudging and falsification of its accounts and the report has further stated that company
has substantially overstated, manipulated and fudged up the profit with the objective
to lure bankers, investor and other stakeholders.
3. Since we have not audited the financial statement as on 31.03.2024, hence
comparative financial information for the year ended as on 31st March 2024 are
taken on the basis of Financial Statement audited by M/s M.K Anand and Associates
on dated 30.09.2025. Further the stated closing balances as on 31.03.2024 are not
reliable as per the Audit Report given by M/s M.K Anand and Associates on dated
30.09.2025.
4. Board of Directors on its meeting held on 10th May 2025 passed a Resolution for
writing off various assets and liabilities being non-existent, obsolete, impaired or
otherwise not recoverable, in accordance with the implementation of the Hon’ble
National Company Law Tribunal (“NCLT”) Order dated March 21st, 2024, under the
Insolvency and Bankruptcy Code, 2016 (“IBC”). Due to which exceptions items
( loss) of the company increase by Rs. 761.11 Crores and Other equity increase by
Rs. 46.12 Crores.
Information Other than the Financial Statements and Auditor’s Report Thereon
• The Company’s Board of Directors is responsible for the other information. The other
information comprises the information included in the Annual Report, but does not
include the Consolidated Financial Statements, Standalone Financial Statements and
our auditor’s report thereon.
• Our opinion on the Standalone 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 Financial Statements, our responsibility
is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the Standalone Financial Statements, or our
knowledge obtained during the course of our audit or otherwise appears to be not
misstated.
• If, based on the work we have performed, we conclude that there is a not misstatement of
this other information, we are required to report that fact. We have nothing to report in
this regard.
Responsibilities of Management and Those Charged with Governance for the
Standalone 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 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 Ind AS accounting principles generally accepted in India, including Ind AS specified
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 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 Standalone Financial Statements, management and Board of Directors 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 the Board of Directors either intend to liquidate the Company or to cease
operations, or has no realistic alternative but to do so.
The Company’s Board of Directors are also responsible for overseeing the Company’s
financial reporting process
Auditor's Responsibilities for the Audit of the Standalone Financial Results
Our objectives are to obtain reasonable assurance about whether the Standalone 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 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 Standalone 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 Act, we are also responsible for expressing our opinion on whether the
Company has adequate internal financial controls with reference to Standalone
Financial Statements in place and the operating effectiveness of Company’s internal
financial 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
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 Statement represents the
underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the Standalone Financial Statements that,
individually or in aggregate, makes it probable that the economic decisions of a reasonably
knowledgeable user of the Standalone Financial Statements may be influenced. We consider
quantitative materiality and qualitative factors (i) in 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 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 controls with reference to financial statements 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 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 except for the matter
as stated in (i)(vi) below for reporting related to requirements of audit trail.
c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss including
Other Comprehensive Income, the Standalone Statement of Cash Flow and Standalone
Statement of Changes in Equity dealt with by this Report are in agreement with the
books of account.
d) In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS.
e) On the basis of the written representations received from the directors as on March 31,
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) The modification relating to the maintenance of accounts and other matters connected
therewith, is as stated in paragraph (b) above.
g) With respect to the adequacy of the internal financial controls with reference to
Standalone Financial Statements of the Company and the operating effectiveness of
such controls, refer to our separate Report in “Annexure A”. Our report expresses an
unmodified opinion on the adequacy and operating effectiveness of the Company’s
internal financial controls with reference to Standalone Financial Statements.
h) 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.
(i) 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 on its financial position
in its Standalone Financial Statements (Refer Note 22 (I) to the Standalone Financial
Statements).
ii. The Company has made provision, as required under the applicable law or accounting
standards, for material foreseeable losses, if any, on long-term contracts including
derivative contracts (Refer Note 19 to the Standalone Financial Statements).
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
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.
(b) The Management has represented, that, to the best of its knowledge and belief, 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.
(c) Based on the audit procedures performed that have been 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), as provided
under (a) and (b) above, contain any material misstatement.
v. The company has not declared or paid any dividend during the year. Hence the
compliances with section 123 of the Act are not applicable.
vi. Based on our examination which included test checks, the Company has used an
accounting software for maintaining its books of account for the year ended on 31st
March 2025 which has feature of recording audit trail (edit log) and the same has
operated throughout the year for all relevant transactions recorded in the software except
that audit trail feature was not enabled at the database level of accounting software to
log any direct data changes. Further, during the course of our audit we did not come
across any instance of the audit trail feature being tampered with on accounting software
where this feature is enabled.
Additionally, the audit trail has been preserved by the Company as per the statutory
requirements for record retention for the period for which it was enabled.
2. 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
B” a statement on the matters specified in paragraphs 3 and 4 of the Order.
Thanking You,
Yours Faithfully
FOR VIVEK MITTAL & ASSOCIATES,
CHARTERED ACCOUNTANTS
FRN: 005847C
CA Vivek Mittal
Partner
M.N.: 074613
Place : Ghaziabad
Date: 04.12.2025
UDIN: 25074613BMIJTR5716
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