We have audited the accompanying standalone financial statements of HFCL LIMITED (“the Company"), which comprise the Balance Sheet as at March 31,2026, the Statement of Profit and Loss (including other comprehensive income), the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as the “standalone financial statements").
In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of reports of the branch auditors, 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 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, 2026, and its profit, total comprehensive income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
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 Responsibilities for the Audit of the Standalone 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 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 along with the consideration of audit reports of the branch auditors referred to in the Other Matters paragraph below, 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. We have determined the matters described below to be the key audit matters to be communicated in our report
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S. No. Key Audit Matters
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Auditor's Response
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1. Customer contracts - Accuracy of revenue recognition, valuation of contract assets, work-in¬ progress (WIP), trade and other receivables, and accuracy of contract liabilities
For the year ended March 31, 2026, revenue from customer contracts amounts to I 4,527.54 Crore whereas as at March 31,2026, contract assets amount to I 905.67 Crore, the balance of work-in-progress (WIP) amounts to I 142.32 Crore and retention amounts to I 172.82 Crore. The application of the revenue accounting standard (Ind AS 115, Revenue from Contracts with Customers) involves certain key judgements relating to identification of distinct performance obligations, determination of transaction price of the identified performance obligations, the appropriateness of the basis used to measure revenue recognized over a period. Additionally, revenue accounting standard contains disclosures which involves collation of information in respect of disaggregated revenue and periods over which the remaining performance obligations will be satisfied subsequent to the balance sheet date.
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Auditor's Response
Our audit procedures in this area included, inter alia, the
following:
• Obtained an understanding of the Company's project execution processes and evaluated the design, implementation, and operating effectiveness of key internal controls relating to the accounting for customer contracts;
• Tested selected key management review controls over revenue recognition throughout the year to assess their operating effectiveness;
• Read the terms and conditions of significant new and modified contracts to assess their impact on revenue recognition, including identification of performance obligations, variable consideration, and transaction price allocation;
• Conducted enquiries with management regarding risk assessment processes relating to contract fulfilment and revenue accounting;
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S. No. Key Audit Matters
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Auditor's Response
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(Refer Notes 31 to the standalone financial statements).
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• On a sample basis, reconciled recognised revenue to
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During order fulfilment, contractual obligations are
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underlying supporting documentation, validated direct
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subject to reassessment due to change orders, scope
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and indirect costs, and tested the mathematical accuracy
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modifications, or contract cancellations. As a result,
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of cost-to-completion calculations;
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total estimated contract costs may exceed total
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• Tested the appropriateness of the revenue recognition
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contract revenues and therefore require write-offs
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policies applied on a sample of contracts and verified
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of contract assets, receivables and the immediate
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the valuation of WIP balances through reconciliation of
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recognition of the expected loss as a provision.
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accounting entries to supporting documentation;
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Regarding the revenue recognized at a point in time
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• Applied heightened scrutiny to transactions recorded
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(PIT), the principal risks relate to incorrect period-cut-
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in the period immediately preceding and following the
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off, unjustified revenue recognition, and overstatement
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balance sheet date to obtain sufficient evidence on the
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of WIP balances requiring impairment adjustments.
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accuracy of cut-off;
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Given the scale of revenue, the degree of management
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• Reviewed a sample of contracts with unbilled revenue
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judgment involved, and the potential for material
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to identify potential delays in milestone achievement
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misstatement in related financial statement captions, this area was identified as a Key Audit Matter.
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requiring revision to estimated efforts;
• Performed analytical procedures and tests of detail to assess the reasonableness of incurred costs and completion estimates.
Our procedures did not identify any material exceptions.
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2. Valuation of accounts receivable - risk of credit
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Our audit procedures in this area included, inter alia, the
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losses
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following:
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The Company has a concentration of credit exposure
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• Assessing and updating our understanding of internal
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on a number of major customers predominantly
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controls over financial reporting with respect to
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Government and large organisation. certain of whom
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credit risk;
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operate in challenging business environments. In order
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• Assessment of the Company's credit policy outlining
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to avoid significant credit losses, proper monitoring
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authority for approving and responsibility to manage
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and management of credit risk is key factor. Accounts
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credit limits;
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receivable is a significant item in the Company's
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• Conducted Inquiries with senior management and the
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standalone financial statements amounting to
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relevant governance committee in order to understand
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I 2,118.94 Crore and the provision for impairment of
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and assess governance and follow-up/monitoring of
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receivables amounted to I 36.54 Crore as at March 31, 2026.
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key customers;
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• Performed analytical procedures and made specific
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The Company's trade receivables form a significant
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enquiries with business area management to
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portion of its financial assets. Under Ind AS 109, the
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assess trends in receivable ageing, collections, and
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Company is required to recognize impairment on trade receivables using the Expected Credit Loss (ECL)
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overdue accounts;
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model. The determination of ECL involves significant
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• Performed detailed testing and assessment of receivables
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management judgment, including:
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to ensure these are in line with Ind AS 109 requirements, with a focus on significant new provisions and write-offs.
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• Segmentation of trade receivables by risk profiles,
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We also assessed and challenged management's assumptions
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• Estimation of default rates and recovery rates
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and adherence to the Company's accounting policies with
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based on historical credit loss experience,
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respect to provisions for impairment of receivables.
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• Consideration of forward-looking information
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The level of the provision made against accounts receivables
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such as macroeconomic indicators,
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including credit impaired receivables and accrued balances
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• Evaluation of the aging of receivables and specific
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was deemed appropriate and commensurate with the
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overdue accounts.
Given the subjectivity inherent in the ECL estimation process, the complexity of applying forward looking assumptions and the material quantum of trade receivables, this area was identified as a Key Audit Matter. Refer Note 15 to the standalone financial statements.
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identified credit risks.
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S. No. Key Audit Matters
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Auditor's Response
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3. Assessment of the carrying value of Intangible
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Our audit procedures in this area, which incorporated
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Assets (including intangible assets under
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appropriate materiality and sampling techniques, included,
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development)
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inter alia, the following:
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The Company incurs product development costs and
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• Understanding, evaluating and testing the design and
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capitalises such expenditure to the extent it qualifies
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operating effectiveness of the controls in respect of
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for recognition as an Intangible Asset (product
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the Company's processes for assessing the recoverable
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development). Such expenditure includes internal
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values of intangible assets (including intangible assets
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manpower costs, outsourced manpower costs and
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under development).
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other related expenses incurred on such development
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• Testing a sample of projects to ensure appropriate
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projects. Up to the stage the products are ready to
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capitalized on of qualifying costs.
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be put to use, the Company records the qualifying
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• Assessing whether sufficient future economic benefits
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expenditure as 'intangible assets under development'.
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are likely to flow from the projects to support the
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In accordance with Ind AS 36 - Impairment of Assets,
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values capitalized.
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the Company tests Intangible Assets for impairment
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• Analysing the reasonableness of key management
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whenever events or changes in circumstances indicate
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assumptions and estimates used in the impairment
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that the carrying amount may not be recoverable.
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analysis (e.g. forecasted revenue, margin percentages,
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Intangible assets under development are tested for
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etc.)
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impairment on an annual basis.
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• Reviewed management's expert reports and technical
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The determination of the recoverable values of
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assessments, as applicable, supporting the determination
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intangible assets (including intangible assets under development) for carrying out impairment assessment
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of recoverable amounts.
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involves several key assumptions including discount
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• Assessed the adequacy of disclosure in standalone
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rates and future cash flow projections for ascertaining
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financial statement
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future economic benefits expected to be generated by
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Based on our procedures performed above, we noted the
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such assets.
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management's assessment of the carrying value of intangible
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The Company has carried out an impairment
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assets (including intangible assets under development), to
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assessment of intangible assets (including intangible assets under development) and concluded that the recoverable value is higher than the carrying amount of such assets.
Accordingly, no adjustment to the carrying amount of intangible assets (including intangibles assets under development) is considered necessary as at March 31, 2026.
Given the degree of judgement inherent in impairment assessment and in estimating the carrying values of intangible assets (including intangible assets under development), we identified assessment of carrying value of intangible assets as a key audit matter. Refer Note 5 & 6 to the standalone financial statements.
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be reasonable.
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Other Information
The Company's Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Board's Report including Annexures to Board's Report, Business Responsibility and Sustainability Report, Corporate Governance and Shareholder's Information, but does not include the financial statements and our auditors' report thereon. The other information comprising the above documents is expected to be made available to us after the date of this auditors' report.
Our opinion on the standalone financial statements does not cover the other information and we will 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 materially misstated.
When we read the other information comprising the above documents, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take necessary actions as per applicable laws and regulations.
Management's Responsibility 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, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (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 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 financial statement 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 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 is also responsible for overseeing the Company's financial reporting process.
Auditors' Responsibilities for the Audit of the Standalone Financial Statements
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)0) 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 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 standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the foreign branches of the Company. We are responsible for the direction, supervision and performance of the audit of the standalone financial statements of the Company of which we are the independent auditors. For the foreign branches included in the standalone financial statements, which have been audited by other auditors, such branch auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion. Our responsibilities in this regard are further described in the section titled 'Other Matters' in this audit report.
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 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 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.
Other Matters
The Standalone Financial Statements includes financial performance of three foreign branches which reflects total assets of I 57.22 Crore as at March 31, 2026, total revenue of I 75.55 Crore, Net Profit after tax of I (1.46) Crore and total comprehensive income of I 1.87 Crore and net cash outflow amounting to I 1.90 Crore for the year ended on 31st March 2026, which were audited by respective independent branch auditors. The independent branch auditor's report on the financial statements of these branches have been furnished to us by the management and our opinion on the standalone financial statements, in so far as it relates to the amounts and disclosures included in respect of these branches and our report in terms of sub-section (3) of section 143 of the Act, in so far as it relates to the aforesaid foreign branches is solely based on the report of such independent branch auditor's. Our opinion is not modified in respect of this matter.
Report on Other Legal and Regulatory Requirements
A. 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 Act, we give in the “Annexure-A" a statement on the matters specified in paragraphs 3 and 4 of the Order.
B. 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 reports on the accounts of foreign branch offices audited by independent branch auditors have been furnished to us by the management of the Company and have been properly dealt with by us in preparing this report.
d) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss including Other Comprehensive Income, the Standalone Statement of Cash Flows and Standalone Statement of Changes in Equity dealt with by this Report are in agreement with the books of account.
e) In our opinion, the aforesaid standalone financial statements comply with the Ind AS specified under Section 133 of the Act, read with relevant rules made thereunder.
f) On the basis of the written representations received from the directors as on March 31, 2026, taken on record by the Board of Directors, none of the Directors is disqualified as on March 31, 2026 from being appointed as a director in terms of Section 164 (2) of the Act.
g) 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". 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 47 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 47 to the standalone financial statements;
iii. There has been no delay in transferring amount, 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 (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, whether, 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 (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, 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 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 misstatement.
v. (a) The final dividend declared and paid
by the Company during the year is in accordance with Section 123 of the Act, as applicable.
(b) As stated in Note 42 to the standalone financial statements, 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. Based on our examination which included test checks and as explained in Note 63 to the Standalone Financial Statements, the company has used an accounting software including software operated by third party, 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 respective software and during the course of our audit we did not come across any instance of audit trail feature being tampered with. Such audit trails are preserved as per the statutory requirement for record retention.
For S Bhandari & Co LLP For Oswal Sunil & Company
Chartered Accountants Chartered Accountants
Firm Registration Firm Registration
No. 000560C/C400334 No. 016520N
(J.S.P. Bansal) (Nawin K Lahoty)
Partner Partner
Membership No.: 070980 Membership No.: 056931
UDIN: 26070980CFKING6581 UDIN: 26056931JEDKAY9751
Place: New Delhi Place: New Delhi
Date: April 30, 2026 Date: April 30, 2026
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