Vishwaraj Sugar Industries Ltd Auditor Reports

TO,

THE MEMBERS OF

VISHWARAJ SUGAR INDUSTRIES LIMITED,

Report on the Ind AS Financial Statements

We have audited the accompanying Ind As financial statements of VISHWARAJ SUGAR INDUSTRIES LIMITED ("the Company")which comprise the Balance Sheet as at 31st March, 2024, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows ended on that date, and notes to the 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 Ind AS 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 Ind AS prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules,205, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2024, the loss and total comprehensive income, the changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditors 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 together with the ethical requirements that are relevant to our audit of the Ind AS financial statements under the provisions of the Companies Act, 2013 and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion.

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. We have determined the matters described below to be the key audit matters to be communicated in our report.

Sr. No. Key Audit Matter	Auditors Response
1 Allowance for Credit Losses: The Company determines the allowance for credit losses based on historical loss experience adjusted to reflect current and estimated future economic conditions. The Company considered current and anticipated future economic conditions relating to industries where it operates. In calculating expected credit loss, the Company has also considered credit reports and other related credit information for its customers to estimate the probability of default in future.	Our audit procedures related to the allowance for credit losses for trade receivables and unbilled revenue included the following, among others:
	We tested the effectiveness of controls over the (1) development of the methodology for the allowance for credit losses, including consideration of the current and estimated future economic conditions (2) completeness and accuracy of information used in the estimation of probability of default and (3) computation of the allowance for credit losses.
	For a sample of customers: We tested the credit related information used in estimating the probability of default by comparing them to external and internal sources of information. We tested the mathematical accuracy and computation of the allowances by using the same input data used by the Company.
2 Properties are being held by way of General Power of Attorney:
Properties are being held by way of General Power of Attorney in the name of Shri. Mallikarjun Kadayya Pujar, Director of the Company held on behalf of the Company.	According to the information and explanations given to us, the records examined by us and based on the examination of the conveyance deeds / registered sale deed provided to us, we report that, the title deeds, comprising all the immovable properties of land and buildings which are freehold, are held in the name of the Company as at the balance sheet date. In respect of immovable properties of land and building that have been taken on lease and disclosed as fixed assets in the standalone financial statements, the lease agreements are in the name of the Company. However Some of the Properties
	are being held by way of General Power of Attorney in the name of Shri.Mallikarjun Kadayya Pujar, Ex-Director & Presently CAO of the Company held on behalf of the Company. The details are furnished in the Point.1 in the Annexure-A to the Auditors Report. The title of the such Properties shall be converted in the name of the company by Executing sale deed.
3 Recovery of Advances:
The Company has given advances to various parties including Directors in normal course of its operations in compliance with Companies Act, 2013 & Rules there under.	The Company has granted advances to farmer members in its normal course of business during the year which includes the parties covered in the register maintained under section 189 of the Companies Act, 2013 and complied the provisions of rules thereunder. However some of advances which are outstanding since long time shall be recovered along with interest.
4 Obtaining an insurance in the manner prescribed under Payment of Gratuity Act, 1972 :
The company has not invested the Gratuity provision made in any manner prescribed under Payment of Gratuity Act, 1972.	As per Sec.4A of Payment of Gratuity Act, 1972 every employer, other than an employer or an establishment belonging to, or under the control of, the Central Government or a State Government, shall, subject to the provisions of sub- section (2), obtain an insurance in the manner prescribed, for his liability for payment towards the gratuity under this Act, from the Life Insurance Corporation of India established under the Life Insurance Corporation of India Act, 1956 (31 of 1956) or any other prescribed insurer..
5 Proviso to rule 3(1) of the Companies (Accounts) Rules, 2014:
(Audit Trail) The company has implemented the Audit trail during the year. However the Audit trail implementation is not effective and satisfactory.	Being the First year of Implementation of Audit Trail and company being the manufacturing unit having complex transactions. Hence the company is making the honest effort in implementation of Audit trail and will make full fledge implementation in the coming days.

Emphasis of Matter

As more fully described in Note.49 to the standalone financial statements. The scope, duration or outcome of these matters are uncertain. Our opinion is not modified in respect of this matter.

Information Other than the Financial Statements and Auditors Report Thereon

The Companys Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Boards Report including Annexures to Boards Report, Business Responsibility Report, Corporate Governance Report and Shareholders Information, but does not include the standalone financial statements and our auditors report thereon.

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 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 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.

Managements Responsibilities for the Standalone Financial Statements

The Companys 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 financial position, financial performance including other comprehensive income, change in equity and cash flows of the Company in accordance with the Indian Accounting Standards (Ind AS) and accounting principles generally accepted in India, 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 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 statement that give a true and

fair view and are free from material misstatement, whether due to fraud or error.

In preparing the Ind AS financial statements, management is responsible for assessing the Companys 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 are also responsible for overseeing the companys financial reporting process.

Auditors Responsibilities for the Audit of Ind AS Financial Statement

Our objectives are to obtain reasonable assurance about whether the Ind AS financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors 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 Ind AS financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism 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 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 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 managements 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 Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors 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 auditors 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 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 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 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 standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors 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 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 Other Comprehensive Income, Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid Ind AS financial statements comply with the Indian Accounting Standards (Ind-AS) specified under Section 133 of the Act.

e) On the basis of the written representations received from the directors as on 31st March, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on31st March, 2024 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 over financial reporting of the company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B"

g) 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(16) of the Act.

h) With respect to the other matters to be included in the Auditors 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. The company has disclosed the impact of pending litigations on its financial position in its Notes forming part of Ind AS financial statements Refer "notes-48".

ii. The Company did not have any long term contracts including Derivative contracts for which there were any material foreseeable losses;

iii. There are no any instances during the audit period wherein the amount is required to be transferred to the Investor Education and Protection Fund by the Company.

iv. i. In our opinion and to the best of our information and according to the explanations given to us, no funds have been advanced or loaned or invested by the company to or in any other person(s) or entities, including foreign entities ("Intermediaries"), with the understanding that the intermediary shall whether directly or indirectly lend or invest in other persons or entities identified in any manner by or on behalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of ultimate beneficiaries.

ii. In our opinion and to the best of our information and according to the explanations given to us no funds have been received by the company from any person(s) or entities including foreign entities ("Funding Parties") with the understanding that such company shall whether, 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 guarantee, security or the like on behalf of the Ultimate beneficiaries.

iii. Based on audit procedure which we 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) contain any material mis-statement.

i) The company has proposed dividend of Rs.0.20 (10% of Face value) per equity share of the face value of Rs.02 each for the financial year 2023-24 and nothing is contravening the sec.123 of the companies act,2013. The unclaimed dividend is transferred to separate account as per provisions of companies act and rules thereunder.

j) As proviso to rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable for the company only w.e.f. April 1, 2024, and the company has implemented the Audit trail during the year. However the Audit trail implementation is not effective and satisfactory.

2. As required by Companies (Auditors Report) order, 2020, issued by Central Government in terms of Section 143 (11) of the companies Act 2013,we give in the "Annexure A" statement on matters specified in paragraph (3) and (4) of said order

	"As per our report of even date"
	For, M/s P. G. Ghali & Co.,
	Chartered Accountants
	FRN:011092S
	P.R.C.No.013376
	Sd/-
	(CA. Praveen P. Ghali)
Date: 11th May 2024	Partner
	M. No:215756
Place: Belagavi	UDIN: 24215756BKATIQ4389

ANNEXURE - A TO THE AUDITORS REPORT

ANNEXURE REFERRED TO IN OUR REPORT OF EVEN DATE ON STANDALONE FINANCIAL STATEMENTS OF "VISHWARAJ SUGAR INDUSTRIES LIMITED" FOR THE YEAR ENDING 31st MARCH, 2024.

1. In respect of the Companys fixed Assets:

(a) The Company has maintained proper records showing full particulars including quantitative details and situation of fixed assets.

(b) According to information and explanation given to us the fixed assets have been physically verified by the Management during the year in a phased programme which in our opinion is reasonable having regard to the size of the company and the nature of the assets. No material discrepancies were noticed on such verification.

(c) The company has not revalued its property, plant and equipment or intangible assets during the year.

(d) To the best of our knowledge, no proceedings have been initiated or are pending against the company for holding any benami property under the Benami transactions (Prohibition) Act,1988 and rules made there under.

(e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company and are deposited with Bank of India Br.Shahpur Dt.Belagavi. Further Pari- passu agreement is entered by State Bank of India, BDCC Bank & SVC Bank with Bank of India.

Some of the Properties are being held by way of General Power of Attorney in the name of Shri. Mallikarjun Kadayya Pujar, the ExDirector and present CAO of the Company held on behalf of the Company. The details are furnished below: refer note:52)

Sl No.	Survey No.	Name of the owner/s	Area	Date of GPA	Document No.	Amount Paid (Rs. in Lakhs)
			Acres	Guntas
1	204/2A	Shri. Jotiba Bharmanna More	0	20	30.12.2016	508/2016-17	3.00
2	206/A	1. Shri. Narayan Balkrishna Sutar	0	33	30.12.2016	509/2016-17	5.00
		2. Shri. Chudappa Balkrishna Sutar
3	206/B	1. Smt. Savitri W/O Yallappa Pawashe	2	20	14.03.2017	620/2016-17	6.00
		2. Smt. Janabai W/O Dhankalu Gurav
		3. Shri. Yallappa S/O Dhakalu Gurav
4	207/1	1. Smt. Renuka W/O Late Tippanna Talwar	0	36	28.12.2018	667/2018-19	8.10
		2. Shri. Nagaraj S/O. Tippanna Talwar
5	206/1	Shri. Rajaram Balappa Chigare	0	33	28.12.2018	670/2018-19	7.43
6	207/1	Shri. Monappa Ganesh Talwar	0	36	28.12.2018	664/2018-19	8.10
7	207/1	1. Smt. Anandi W/O. Late Dudappa Talwar	0	36	28.12.2018	665/2018-19	8.10
		2. Shri. Pundalik S/O. Dudappa Talwar Talwar
		3. Smt. Mayuri W/O. Pundalik Talwar
		4. Shri. Bharat S/O. Dudappa Talwar
8	206/A	1. Shri. Shanlkar Arjun Gurav 2. Shri. Bharma Arjun Gurav 3. Devappa Arjun Gurav	0	30	28.12.2018	655/2018-2019	6.75
9	206/A	Shri. Devappa Kumanna Gurav	0	12	28.12.2018	657/2018-19	2.70
10	207/1	1. Smt. Laxmi W/O. Late Yavagappa Talwar	0	36	28.12.2018	663/2018-19	8.10
		2. Shri. Pandurang S/O. Yavagappa Talwar
		3. Smt. Droupada W/O. Pandurang Talwar
		4. Shri. Balu S/O. Yavagappa Talwar
11	206/A	Shri. Maruti Yallappa Humbarwadi	0	33	28.12.2018	671/2018-19	7.43
12	206/A	Shri. Raghunath Krishna Hurakadli	0	13	28.12.2018	661/2018-19	2.93
13	206/A	1. Shri. Jayram Kallappa Patil	1	5	28.12.2018	659/2018-19	10.13
		2. Smt. Madhu Jayram Patil
		3. Smt. Sushma Madhu Patil
		4. Shri. Pundalik Jayram Patil
14	206/B	Smt. Yeshodha Parashuram Gawade	0	26	28.12.2018	656/2018-19	5.85
15	206/A	Shri. Ravalu Shankar Motankar	0	13	28.12.2018	672/2018-19	2.93
16	206/A	Shri. Narayan Krishna Yallurkar	1	0	28.12.2018	660/2018-19	9.00
17	207/1	Shri. Babu Basawant Talwar	0	36	28.12.2018	662/2018-19	8.10
18	206/A	Shri. Babu Somanna Motankar	1	0	28.12.2018	668/2018-19	9.00
19	206/A	Shri. Rajaram Vasu Golyalkar	1	10	09/07/2021	00152/21-22	3.75
20	206/A	Shri. Mallppa Vasu Golyalkar	2	25	09/07/2021	00153/21-22	7.50
21	206/A	Shri. Govind Vasu Golyalkar	1	10	09/07/2021	00154/21-22	3.75
22	206/A	Shri. Nago Somanna Motankar	1	10	09/07/2021	0155/21-22	3.75
23	206/A	Shri. Rama Yallappa Gavali	1	10	09/07/2021	0156/21-22	3.75
24	206/A	Shri. Gangaram Tanji Gavali	2	20	09/07/2021	0157/21-22	7.50
25	206/A	Shri. Jayram Kumanna Gurav	2	0	09/07/2021	0158/21-22	6.00
26	206/A	Shri. Marutirao @Maruti Somanna @Somanath Motankar	1	10	09/07/2021	0160/21-22	3.75
27	206/A	1. Smt. Anandabai W/O. Late Narayan Sutar	1	11	09/07/2021	00161/21-22	3.83
		2. Shri. Pandu S/O Narayan Sutar
		3. Smt. Pooja W/O Pandu Sutar
		4. Shri. Vishwanath S/O. Narayan Sutar
		5. Smt. Laxmi W/O. Vishwanath Sutar
		6. Smt. Vaishali W/O Suresh Kammar
28	206/A	1. Shri. Gangaram S/O. Late Kallappa Patil	0	25	12/07/2021	00171/21-22	1.50
		2. Smt. Renuka W/O. Gangaram Patil
29	206/A	Shri. Yallappa Nagappa Gurav	0	27	12/07/2021	00172/21-22	2.03
30	206/A	1. Shri. Parashram Gavadu Patil	0	20	12/07/2021	00173/21-22	1.50
		2. Smt. Malu W/O. Parashuram Patil
		3. Smt. Deepa W/O. Dinesh Bilagoji
31	206/A	Shri. Dashrath Yallappa Chigare	0	23	12/07/2021	00174/21-22	1.73
32	206/A	Shri. Khirappa Devappa Sutar	0	35	12/07/2021	00176/21-22	2.63
33	206/A	Smt. Laxmi W/O.Vasant Sutar	0	34	12/07/2021	00177/21-22	2.55
		Shri. Devendra S/O.Late Vasant Sutar
		Smt. Rekha W/O. Devendra Sutar
34	206/A	Shri. Madhu @ Madhukar Dattu Sutar	0	32	12/07/2021	00178/21-22	2.40
35	206/A	Shri. Ramchandra Devappa Sutar	0	32	12/07/2021	00180/21-22	2.40
36	206/A	1. Shri. Jayaram S/O.Late Kallappa Patil	0	24	12/07/2021	00181/21-22	1.80
		2. Shri. Baban S/O Jayaram Patil
		3. Rekha W/O. Baban Patil
37	206/A	1. Smt. Parvati W/O Babu Sutar	0	25	12/07/2021	00182/21-22	1.88
		2. Smt. Punam W/O Parasuram Sutar
		3. Shri. Parthamesh S/O Parasuram Sutar
38	206/A	Shri. Basavanni Irappa Chigare	2	20	24/09/2021	00417/21-22	10.25
39	204*/1	Shri. Prabhakar Arjun Jadav	2	20	27/10/2021	00475/21-22	10.55
		Shri. Balakrishna Arjun Jadhav
40	206/A	1. Shri. Kallappa Shivappa Patil	3	30	30/11/2021	00527/21-22	11.65
		2. Yallappa S/O Gavadu Patil
41	206/A	Shri. Somanath Shivaji Sutar	2	24	30/11/2021	00528/21-22	10.25
42	206/A	1. Shri. Ravalu Shankar Motankar	0	27	14/02/2024	00767/21-22	2.03
		2. Smt. Deepa W/O Ravalu Motankar
		3. Mr. Rutik D/O Ravalu Montankar
		4. Master Sandesh S/O Ravalu Montankar
43	207/7	Shri. Yallappa Nagappa Gurav	0	20	15/02/2024	00771/21-22	1.50
44	206/A	Shri. Gavadu Kallappa Patil	0	30	18/02/202$	00785/21-22	1.95
45	206/A	Shri. Maruti Somanna Yallurkar	0	25	25/02/2024	00811/21-22	6.06
46	204*/1	1. Smt. Shobha Dashrut Biraje	1	13	25/02/2024	00812/21-22	12.56
		2. Shri. Prabhakar Dasharat Biraje
47	206*/A	1. Shri. Mallavva W/O Dhakalu Hurakadli	0	25	28/02/2024	00817/21-22	6.07
		2. Shri. Monappa S/O Dhakalu Hurakadli
		3. Shri. Laxman S/O Dhakalu Hurakadli
		4. Shri. Ramappa S/O Shakalu Hurakadli
48	206/A	Shri. Mallappa @ Yallappa Somanna Yallurkar	0	26	16.03.2024	00886/21-22	6.06

(a) According to the information and explanation given to us the inventory has been physically verified during the year by the management. In our opinion the frequency of verification is reasonable.

(b) In our opinion the procedures of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and the nature of its business.

(c) Company is maintaining proper records of inventory and there is no material discrepancies noticed on physical verification.

(d) The Company has been sanctioned working capital limits in excess of Rs. 5 crores by banks during the year. The quarterly returns or statements filed by the company with banks are in agreement with the books of account of the Company.

2. The Company has not made investment, or security or granted any loans to companies, firms, Limited Liability Partnerships or other parties except for the corporate guarantee towards the Harvesting and Transportation Loan sanctioned to Sugarcane Harvesting & Transportation contractors from banks to the extent of Rs.80 Crores who are in agreement with the company for Harvesting & Transportation contract which is done in the normal course of business.

3. The Company has not granted any advances during the year to parties covered in the register maintained under section 189 of the Companies Act, 2013 except the purchase advances mentioned in Note:32 which are in compliance with the said section.

4. In our opinion and according to the information and explanations given to us, the company has not granted any loans and not made any investments, security & guarantees covered under section 185 and I86 of the Companies Act, 2013.

5. In our opinion and according to the information and explanation given to us, the company has not accepted Deposits from public hence the directives issued by the \ Reserve Bank of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposit) Rules, 2015 with regard to the deposits accepted from the public are not applicable.

6. We have broadly reviewed the books of account maintained by the company pursuant to the Rules made by the Central Government for maintenance of cost records prescribed under section 148(1) of the Companies Act, 2013 and are of the opinion that Prima facie the prescribed accounts and records have been made and maintained. However we have not made a detailed examination of the same. And the same have been audited by independent cost auditor.

7. (a) According to information and explanations given to us and on the basis of our examination of the books of account, and records, the Company has been generally regular in depositing undisputed statutory dues including Provident Fund, Employees State Insurance, Income-Tax, Duty of Customs, Duty of Excise, Value added Tax, GST, Cess and any other statutory dues with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of the above were in arrears as at March 31, 2024 for a period of more than six months from the date on when they become payable.

(b) According to the information and explanations given to us, the following amounts payable in respect of statutory dues were in arrears due to disputes as at 31-03-2024 for a period of more than six months from the date they became payable:

Sl. No.	Particulars	Amount (in lakhs)
1	Central Excise, Belgaum Show Cause Notice	587.34
2	Central Excise, Bangalore (Appeals)	974.47
3	High Court, Karnataka, Appeal for Sugar Cess	252.80

8. According to the information and explanations given by the management, no transactions not recorded in the books of account have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act,1961.

9. In our opinion and according to the information and explanation given to us the company has not defaulted in repayment of dues to any financial institutions.

10. a) The Company has not defaulted in repayment of loans or borrowings or in interest to any lender.

b) The Company has not been declared willful defaulter by any bank or financial institution or other lender.

c) In our opinion, the term loans were applied for the purpose for which the loans were obtained.

d) In our opinion, funds raised on short term basis have not been utilised for long term purposes.

e) The company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries, associates or joint ventures.

f) The company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies.

11. Based upon the audit procedures performed and the information and explanations given by the management, opinion, the no money is raised by way of initial pubic offer or further public offer (including debt instruments) and term loans were applied for the purpose for which those were raised. The Company has not made any preferential allotment or private placement of shares or convertible debentures during the year.

12. Based upon the audit procedures performed and the information and explanations given by the management, we report that :

a) No fraud by the Company or any fraud on the Company has been noticed or reported during the year.

b) No report under sub-section (12) of section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government;

c) No whistle-blower complaints had been received by the Company during the year.

However company has informed us regarding the closure of all Investror complaints Based on the letter received from Big Share Services Pvt. Ltd. Being the RTA we do here by clarify that the queries raised to the investor complaints have been resolved. Further only one complaint regarding sebi is pending of 3rd quarter.

13. In our opinion, the Company is not a Nidhi Company as defined in section 406 of the Companies Act, 2013. Therefore, the provisions of clause 71(a),(b) & (c) of the Order are not applicable to the Company.

14. According to information and explanations given to us and on the basis of our examination of the books of account, records, and explanations given by the management, the managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the provisions of the Companies Act. All transactions with the related parties are in compliance with sections 177 and 188 of Companies Act and the details have been disclosed in the financial statements. (refer note.32 to the Financial Statements)

15. The Company has an internal audit system commensurate with the size and nature of its business and the reports of the Internal Auditors for the period under audit were considered by us.

16. Based upon the audit procedures performed and the information and explanations given by the management, the company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly, the provisions of clause 3 (xv) of the Order are not applicable to the Company and hence not commented upon.

17. (a) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.

(b) The Company has not conducted any Non-Banking Financial or Housing Finance activities without a valid Certificate of Registration (CoR) from the Reserve Bank of India as per the Reserve Bank of India Act, 1934.

(c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India.

(d) The Group does not have not more than one CIC as part of the Group.

18. The company has not incurred any cash losses during the financial year and in the immediately preceding financial year.

19. There has been no resignation of the statutory auditors during the year.

20. On the information obtained from the management and audit procedures performed and on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the financial statements, the auditors knowledge of the Board of Directors and management plans, we are of the opinion that no material uncertainty exists as on the date of the audit report that the Company is capable of meeting its liabilities existing at the balance sheet date as and when they fall due within a period of one year from the balance sheet date

21. The Company was liable to make Rs.40.38 Lakhs as Corporate Social Responsibility expenditure as per companys act,2013 during the reporting period.However the company has spent Rs.60.11 Lakhs as CSR expenses during the reporting period and has complied with the CSR provision.

22. The company is not required to prepare Consolidated financial statement and hence this clause is not applicable.

	"As per our report of even date"
	For, M/s P. G. Ghali & Co.,
	Chartered Accountants
	FRN:011092S
	P.R.C.No.013376
	Sd/-
	(CA. Praveen P. Ghali)
Date: 11th May 2024	Partner
	M. No:215756
Place: Belagavi	UDIN: 24215756BKATIQ4389

ANNEXURE (B)

TO THE AUDITORS REPORT OF EVEN DATE ON STANDALONE FINANCIAL STATEMENTS OF "VISHWARAJ SUGAR INDUSTRIES LIMITED" FOR THE YEAR ENDING 31st MARCH, 2024.

REPORT ON INTERNAL FINANACIAL CONTROLS UNDER CLAUSE (i) OF SUB SECTION 3 OF SECTION 143 OF COMPANIES ACT, 2013.

We have audited the internal financial controls over financial reporting of "VISHWARAJ SUGAR INDUSTRIES LIMITED" as of March 31, 2024 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls:

The Companys management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the ICAI .These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility:

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting:

A companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting:

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 2024, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the ICAI.

	"As per our report of even date"
	For, M/s P. G. Ghali & Co.,
	Chartered Accountants
	FRN:011092S
	P.R.C.No.013376
	Sd/-
	(CA. Praveen P. Ghali)
Date: 11th May 2024 Place: Belagavi	Partner
	M. No:215756 UDIN: 24215756BKATIQ4389