We have audited the accompanying standalone Ind AS financial statements of Salzer Electronics Limited (“the Company”), which comprise the Standalone Balance sheet as at March 31, 2025, the Standalone
Statement of Profit and Loss (Including other comprehensive income), the Standalone Statement of changes in Equity and the Standalone Statement of Cash Flows for the year ended on that date, including a summary of material accounting policies, notes to the financial statements, 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 (“The Act') in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with 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 March 31, 2025, its profit, total comprehensive income, changes in equity and its cash flows for the year ended on that date.
We conducted our audit of the standalone Ind AS financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those SA’s 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 (ICAI) together with the Ethical requirement that are relevant to our audit of the standalone Ind AS financial statements under the provisions of the Act and the rules made there under, 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 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 judgement, were of most significance in our audit of the standalone Ind AS financial statements of the current period. These matters were addressed in the context of our audit of the standalone Ind AS 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
Basis for Opinion
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Sr.No
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Key Audit Matter
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How the Matter was Addressed in our Audit
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1.
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Accuracy of recognition measurement, presentation and disclosures of revenues and other related balances in view of adoption of Ind AS 115- ‘Revenue from Contracts with Customers’
Revenue is a significant line item in the financial statements of the Company and is a key performance indicator for stakeholders. The Company recognises revenue from sale of goods/rendering of services, in accordance with Ind AS 115-'Revenue from Contracts with Customers’
The application of Ind AS 115 involves significant judgement in identifying performance obligations, determining the timing and accuracy of revenue recognition (at a point in time or over time), assessing transaction prices including variable consideration, and evaluating contract terms such as warranties, discounts or rebates.
Given the volume and complexity of contracts, the significance of revenue to the financial statements, and the judgements required, we identified revenue recognition as a key audit matter.
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Our audit procedures included, among others:
• Obtaining an understanding of the Company's revenue recognition policies and assessing compliance with Ind AS 115
• Evaluating the design and implementation of relevant internal controls over revenue recognition
• Performing substantive testing on selected contracts to assess the appropriateness of revenue recognition, including terms and conditions, performance obligations, and timing of transfer of control
• Testing cut-off procedures and reviewing transactions around year-end to ensure revenue is recognised in the appropriate accounting period
• Evaluating the estimates of variable consideration (e.g. discounts, rebates, penalties) and assessing the reasonableness of management's assumptions
• Reviewing the adequacy of disclosures in the financial statements relating to revenue recognition and associated judgements
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Sr.No
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Key Audit Matter
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How the Matter was Addressed in our Audit
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2.
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Assessment of carrying value of goodwill as per Ind AS 36 (Refer Note 5 to the Standalone financial Statements)
The Company has a goodwill balance of Rs 93.42 Lakhs as at March 31, 2025 relating to the acquisition of business, which is considered as a Cash Generating Unit (CGU). Under Ind AS 36, “Impairment of Assets', the Company is required to test Goodwill for impairment at least annually, or more frequently, if indicators of impairment exist. For the year ended March 31, 2025, the company performed an assessment of the carrying value of goodwill as required under Ind AS 36 by:
• Calculating the recoverable amount for CGU using a discounted cash flow model (DCF model).
• Comparing the recoverable amount of the respective carrying amount of assets and liabilities. The preparation of discounted cash flows requires assumptions for projections of cash flows for a specific period, typically for 5 years. A terminal growth rate is applied in determining the terminal value.
• We considered the carrying value of goodwill as a key audit matter, considering its significance to the standalone financial statements, and where applicable, the Management judgement involved in estimating future cash flows, particularly with respect to factors such as discount rates, cash flow projections and terminal growth rates which are affected by future market and economic conditions and hence, are inherently uncertain.
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Our Audit Procedures included, among others:
• Evaluating the design and implementation of controls over management's impairment testing process
• Assessing the appropriateness of the methodology used by management for impairment testing in accordance with Ind AS 36
• Understanding the cash flow projections and assumptions used in the DCF model, testing the mathematical accuracy and reviewing the report of the management expert
• Involving valuation specialists to assess the appropriateness of the valuation model and key assumptions used by management
• Performing sensitivity analyses to assess the potential impact of changes in key assumptions on the recoverable amounts
• Considering the adequacy of disclosures in the Standalone Financial Statements regarding the assumptions and sensitivities in the goodwill impairment assessment
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3.
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Impairment assessment of carrying value of investment in Salzer Kostad EV Chargers Private Limited.
The Company's Investment in Salzer Kostad EV Chargers Pvt. Ltd., a subsidiary of the Company, aggregates to Rs.83.00 Lakhs as at March 31, 2025.
The Management has concluded that the entire investment is impaired on assessment of the investment for impairment in accordance with Ind AS 36.
This area was considered a Key Audit Matter because the determination of recoverable amount involves significant management judgement, including assumptions about the subsidiary's future business prospects.
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Our Audit Procedures included, among others:
• Evaluating the management's identification of indicators of impairment and their rationale for conducting the impairment test
• Reviewing historical forecasting accuracy and comparing actual performance against past projections
• The impairment was triggered by a combination of factors, including project delays and the fact that the company has not commenced commercial operations.
• Assessing the adequacy of disclosures made in the Standalone Financial Statements in accordance with Ind AS 36, including the assumptions used and sensitivity disclosures.
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Other Information
The Company's Management and Board of Directors are responsible for the preparation of the other information. The other information comprises of the information included in the Management Discussion and Analysis, Board's report including Annexure to Boards Report, Business Responsibility Report, Corporate Governance Shareholder's Information and other information included in the Annual Report but does not include the Standalone Ind AS Financial Statements and our Auditor's Report thereon.
Our opinion on the Standalone Ind AS Financial Statements does not cover the other information and we do not express any form of assurance and conclusion thereon.
In connection with our audit of the Standalone Ind AS Financial Statement, our responsibility is to read the other information Identified above when it becomes available and in doing so, consider whether the other information is materially inconsistent with the Standalone Ind AS Financial Statements or other information obtained during the course of our audit or otherwise appearto 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.
Responsibilities of Management and those charged with governance for the Standalone Ind AS Financial Statements
The Company's Board of Directors are 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, total comprehensive income, changes in equity and cash flows of the Company in accordance with accounting principles generally accepted in India, including the Indian Accounting Standards 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 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 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 are responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of the Standalone Ind AS 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.
A further description of the auditor's responsibilities for the audit of the Standalone Ind AS Financial Statements is included in Annexure “A”. This description forms part of our Auditor's Report.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor's Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013, we give in the Annexure “B” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
2. 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.
c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss including Other Comprehensive Income, the Standalone Statement of Changes in Equity, and the Standalone Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account.
d) In our opinion, the aforesaid Standalone Ind AS Financial Statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
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 March 31, 2025 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 C”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Company's internal financial controls over financial reporting.
g) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, 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 44 to Standalone Financial Statements.
ii. The Company was not required to recognize a provision as at March 31, 2025 under the applicable law or Indian Accounting Standards, as it does not have any material foreseeable losses on long-term contract. The Company did not have any derivative contracts as at March 31,2025.
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 their knowledge and belief, no funds (which are material either individually or in the aggregate) 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 or entity, including foreign entity ("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 or any of such subsidiaries ("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 their knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity ("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 or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
c) Based on the audit procedures 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 misstatements
v. a) The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with Section 123 of the Act, as applicable.
b) 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 amount of dividend proposed is in accordance with section 123 of the Act, as applicable.
vi. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is applicable from 1st April, 2023
Based on our examination which included test checks, the Company has used an accounting software for maintaining its books of account, which has 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, during the course of our audit, we did not come across any instance of audit trail feature being tampered with.
Additionally, the audit trail, has been preserved by the Company as per the statutory requirements for record retention.
3) 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.
In Terms Of Our Report Of Even Date
For SWAMY & RAVI
Chartered Accountants FRN No.004317S
Place: Coimbatore
Date : May 24,2025 S. ALAMELU
Partner
UDIN NO.: 25223555BMINWR9832 Memb. No. 223555
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