Auditor disclaims conclusion on Talwalkars Q3FY22 results due to missing records
Talwalkars Better Value Fitness Limited reported a net loss of ₹816.05 lakh for Q3FY22 with zero revenue, as operations were suspended during insolvency proceedings. Auditor S K Bhavsar & Co. disclaimed an opinion due to the non-availability of primary accounting records, noting the results were reconstructed on a best-effort basis. The company has adopted Fresh Start Accounting following an NCLT order dated February 26, 2026.

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Talwalkars Better Value Fitness Limited reported a net loss of ₹816.05 lakh for the quarter ended December 31, 2021, as operational activities remained suspended during the Corporate Insolvency Resolution Process (CIRP) and subsequent liquidation proceedings. The company recorded zero revenue from operations for the quarter, with total expenses amounting to ₹816.05 lakh, driven solely by depreciation and amortisation costs of ₹816.05 lakh. For the nine months ended December 31, 2021, the net loss stood at ₹2,448.15 lakh.
S K Bhavsar & Co., the statutory auditor, issued a disclaimer of opinion on the unaudited standalone financial results. The auditor stated that the current management, which acquired the company via a Sale Certificate dated January 23, 2025, did not have access to complete books of accounts, original vouchers, or underlying IT servers for the historical period under review. Consequently, the financial results were reconstructed on a best-effort basis, and the auditor was unable to conduct physical verification of fixed assets and inventories or ascertain potential impairment under Ind AS 36.
The auditor highlighted pervasive scope limitations, including the inability to independently verify historical balances of trade receivables, cash and bank balances, loans and advances, trade payables, borrowings, and statutory dues. The review report also noted that the framework for Internal Financial Controls and routine SEBI LODR compliances were not fully operational during the transitional phase involving the erstwhile management, the Resolution Professional, and the Liquidator.
The company's Board of Directors approved these financial results at a meeting held on May 30, 2026. The filing follows an NCLT Relief Order dated February 26, 2026, which extinguished all pre-transfer dues and liabilities and cancelled the existing equity share capital. Pursuant to this order, the company has adopted Fresh Start Accounting effective from the Transfer Date of November 7, 2024.
The statement of financial results indicates that the company was not a going concern during the CIRP and liquidation periods from January 2021 to November 2024. The reconstituted Board has assessed that the going concern assumption is appropriate for the preparation of financial results from the quarter ended December 31, 2024, onwards, following the acquisition by the Successful Bidder.
Financial Summary for Q3FY22
| Particulars | Quarter ended December 31, 2021 (₹ in lakhs) | Quarter ended September 30, 2021 (₹ in lakhs) | Quarter ended December 31, 2020 (₹ in lakhs) |
|---|---|---|---|
| Revenue from Operations | - | - | - |
| Other Income | - | - | - |
| Total Expenses | 816.05 | 816.05 | 843.85 |
| Profit/(Loss) before tax | (816.05) | (816.05) | (843.85) |
| Net Profit/(Loss) | (816.05) | (816.05) | (843.85) |
| Basic EPS (₹) | (2.632) | (2.632) | (2.722) |
What is the new management's strategic roadmap to restart operational activities and generate revenue following the adoption of Fresh Start Accounting?
How will the company address the auditor's inability to verify historical assets and liabilities, and what risks does this pose to future financial reporting?
When does the company expect to fully restore Internal Financial Controls and achieve compliance with SEBI LODR regulations?































