We have audited the standalone financial statements of Medinova Diagnostic Services Limited ("theCompany"), which comprise the Standalone Balance Sheet as at 31st March 2025, the StandaloneStatement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement ofChanges in Equity and Standalone Statement of Cash Flows for the year then ended, and notes tothe standalone financial statements, including a summary of significant accounting policies andother explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, theaforesaid standalone financial statements give the information required by the Act in the manner sorequired and give a true and fair view in conformity with the Indian Accounting Standards prescribedunder section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, asamended, ("Ind AS") and other accounting principles generally accepted in India, of the state ofaffairs of the Company as at March 31, 2025, and its profit including other comprehensive income,changes in equity and its cash flows for the year ended on that date.
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section143(10) of the Companies Act, 2013. Our responsibilities under those Standards are furtherdescribed in the Auditor's Responsibilities for the Audit of the Standalone Financial Statementssection of our report. We are independent of the Company in accordance with the Code of Ethicsissued by the Institute of Chartered Accountants of India together with the ethical requirements thatare relevant to our audit of the standalone financial statements under the provisions of theCompanies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believe that theaudit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We draw attention to Note 35 of the financial statements which states that subsequent to thebalance sheet date, the Company received shareholders' approval on April 25, 2025 for the Schemeof Amalgamation with its Holding Company, Vijaya Diagnostic Centre Limited, effective from April 1,2024. The Scheme of Amalgamation is pending approval from the National Company Law Tribunal,Hyderabad.
Our opinion is not modified in respect of this matter.
Key audit matters are those matters that, in our professional judgement, were of most significancein 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 informing our opinion thereon, and we do not provide a separate opinion on these matters. We havedetermined that there are no key audit matters to communicate in our report.
The Company's Board of Directors is responsible for the other information. The other informationcomprises the information included in the Directors Report but does not include the standalonefinancial statements, consolidated financial statements and our auditor's report thereon.
Our opinion on the standalone financial statements does not cover the other information and we donot express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read theother information and, in doing so, consider whether the other information is materially inconsistentwith the standalone financial statements or our knowledge obtained in the audit or otherwiseappears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of thisother information, we are required to report that fact. We have nothing to report in this regard.
The Company's Board of Directors is responsible for the matters stated in section 134(5) of theCompanies Act, 2013 ("the Act") with respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position, financial performance, totalcomprehensive income, changes in equity and cash flows of the Company in accordance with theaccounting principles generally accepted in India, including the Indian Accounting Standardsspecified under section 133 of the Act. This responsibility also includes maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding of the assets of theCompany and for preventing and detecting frauds and other irregularities; selection and applicationof appropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design, implementation and maintenance of adequate internal financial controls, thatwere operating effectively for ensuring the accuracy and completeness of the accounting records,relevant to the preparation and presentation of the financial statement that give a true and fair viewand are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, management is responsible for assessing theCompany's ability to continue as a going concern, disclosing, as applicable, matters related to goingconcern and using the going concern basis of accounting unless management either intends toliquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also responsible for overseeing the Company's financial reportingprocess.
Our objectives are to obtain reasonable assurance about whether the standalone financialstatements as a whole are free from material misstatement, whether due to fraud or error, and toissue an auditor's report that includes our opinion. Reasonable assurance is a high level ofassurance, but is not a guarantee that an audit conducted ijvjfgomiSft&e with SAs will always detecta material misstatement when it exists. Misstatements can arise from fraud or error and areconsidered material if, individually or in the aggregate, they could reasonably be expected toinfluence the economic decisions of users taken on the basis of these standalone financialstatements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintainprofessional 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 oneresulting from error, as fraud may involve collusion, forgery, intentional omissions,misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design auditprocedures that are appropriate in the circumstances. Under section 143(3)(i) of the CompaniesAct, 2013, we are also responsible for expressing our opinion on whether the company hasadequate internal financial controls with reference to the standalone financial statements inplace and the operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accountingestimates and related disclosures made by management.
• Conclude on the appropriateness of management's use of the going concern basis of accountingand, based on the audit evidence obtained, whether a material uncertainty exists related toevents or conditions that may cast significant doubt on the Company's ability to continue as agoing concern. If we conclude that a material uncertainty exists, we are required to drawattention in our auditor's report to the related disclosures in the standalone financialstatements or, if such disclosures are inadequate, to modify our opinion. Our conclusions arebased on the audit evidence obtained up to the date of our auditor's report. However, futureevents 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 theunderlying 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 reasonablyknowledgeable user of the standalone financial statements may be influenced. We considerquantitative materiality and qualitative factors in (i) planning the scope of our audit work and inevaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements inthe standalone financial statements.
We communicate with those charged with governance regarding, among other matters, the plannedscope and timing of the audit and significant audit findings, including any significant deficiencies ininternal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied withrelevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence, andwhere applicable, related safeguards.
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 ourknowledge 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 faras 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 Flows dealt with by this Report are inagreement with the books of account.
(d) In our opinion, the aforesaid standalone financial statements comply with the Indian AccountingStandards prescribed under Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on 31st March, 2025taken 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 therewithare as stated in paragraph 1(b) above and paragraph l(i)(vi) below on reporting under Rule 11(g) ofthe Companies (Audit and Auditors) Rules, 2014.
(g) With respect to the adequacy of the internal financial controls with reference to the standalonefinancial statements and the operating effectiveness of such internal financial controls withreference to the standalone financial statements, refer to our separate Report in "Annexure A".
(h) The Company has not paid any remuneration to its directors during the year. Hence theprovisions of section 197 of the Act are not applicable.
(i) With respect to the other matters to be included in the Auditor's Report in accordance with Rule11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best ofour information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in itsstandalone financial statements (Refer Note 21 of the standalone financial statements).
ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Educationand Protection Fund by the Company.
iv. (a) The Management has represented that (Refer Note 34(v) of the Standalone financialstatements), to the best of its knowledge and belief, no funds (which are material eitherindividually or in the aggregate) have been advanced or loaned or invested (either fromborrowed funds or share premium or any other sources or kind of funds) by the Company toor in any other person or entity, including foreign entity ("Intermediaries"), with theunderstanding, whether recorded in writing or otherwise, that the Intermediary shall,whether, directly or indirectly lend or invest in other persons or entities identified in anymanner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provideany guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(b) The Management has represented, that (Refer Note 34(vi) of the Standalone financialstatements), to the best of its knowledge and belief, no funds (which are material eitherindividually or in the aggregate) have been received by the Company from any person orentity, including foreign entity ("Funding Parties"), with the understanding, whetherrecorded in writing or otherwise, that the Company shall, whether, directly or indirectly,lend or invest in other persons or entities identified in any manner whatsoever by or onbehalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security orthe like on behalf of the Ultimate Beneficiaries;
(c) Based on the audit procedures that have been considered reasonable and appropriate inthe circumstances, nothing has come to our notice that has caused us to believe that therepresentations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b)above, contain any material misstatement.
v. No dividend was declared or paid during the year by the Company, hence, the provisionsof section 123 of the Act are not applicable.
vi. Based on our examination which included test checks, except for the instances mentionedbelow, the Company has used accounting software for maintaining its books of accountwhich have a feature of recording audit trail (edit log) facility and the same has operatedthroughout the year for all relevant transactions recorded in the respective softwares:
• The feature of recording audit trail (edit log) facility was not enabled at the databaselevel to log any direct data changes for the accounting software used for maintaining thebooks of account relating to general ledger and customer billing.
• The Company uses accounting software operated by a third-party service provider tomaintain its books of account relating to payroll. In the absence of sufficient andappropriate reporting on compliance with audit trail requirements in the independentauditor's report of the third-party service provider for the period from 01-04-2024 to 31¬12-2024, and in the absence of an independent auditor's report for the period from 01¬01-2025 to 31-03-2025, we are unable to comment on whether the audit trail featurewas enabled and operational throughout the financial year under audit for all relevanttransactions recorded in the software, or whether there were any instances oftampering with the audit trail feature.
Further, where audit trail (edit log) facility was enabled and operated throughout the yearfor respective accounting software, we did not come across any instance of audit trailfeature being tampered with.
Additionally, the audit trail in respect of the previous year has been preserved by theCompany as per the statutory requirements for record retention except for the instancesmentioned below:
• In case of the accounting software used for maintaining general ledger and customerbilling, the audit trail is not preserved for the database level.
• In case of an accounting software used for maintaining payroll records, we are unable tocomment whether the audit trail has been preserved by the Company.
2. As required by the Companies (Auditor's Report) Order, 2020, ('the Order') issued by the CentralGovernment in terms of Section 143 (11) of the Act, we give in "Annexure B" a statement on thematters specified in paragraphs 3 and 4 of the Order.
For M. Anandam & Co.,
Chartered Accountants
(Firm's Registration No. 000125S)
M. V. Abhiram j [\ ^ecun^erabad) p I)
Partner J*ij
Membership
Place: HyderabadDate: 03rd May, 2025