1. We have audited the accompanying Standalone Ind
AS Financial Statements of Max India Limited, ("the
Company"), which comprises the Balance Sheet as
at March 31, 2026, the Statement of Profit and Loss,
including the Statement of Other Comprehensive
Income, the Cash Flow Statement and the Statement
of changes in Equity for the year then ended, and
notes to the Standalone Ind AS Financial Statements,
including a summary of material accounting policies
and other explanatory information.
2. In our opinion and to the best of our information
and according to the explanations given to us, the
aforesaid Standalone Ind AS FinancialStatements
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 accounting
principles generally accepted in India, of the state
of affairs of the Company as at March 31, 2026, its
profit/loss including other comprehensive income,
its cash flows and the changes in equity for the year
ended on that date.
Basis for Opinion
3. 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
Standards 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 together with the
ethical requirements that are relevant to our audit
of the Standalone Ind AS Financial Statements
under the provisions of the Companies Act and the
Rules thereunder, and we have fulfilled our other
ethical responsibilities in accordance with these
requirements and the 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
4. Key audit matters are those matters that, in our
professionaljudgment, were of most significance in our
audit of the Standalone Ind AS Financial Statements
for the financial year ended March 31, 2026. 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. For
each matter below, our description of how our audit
addressed the matter is provided in that context.
We have determined the matters described below to be
the key audit matters to be communicated in our report.
We have fulfilled the responsibilities described in the
"Auditor's responsibilities for the audit of the Standalone
Ind AS Financial Statements" section of our report, including
in relation to these matters. Accordingly, our audit included
the performance of procedures designed to respond to
our assessment of the risks of material misstatement of
the Standalone Ind AS Financial Statements. The results of
our audit procedures, including the procedures performed
to address the matters below, provide the basis for our
audit opinion on the accompanying Standalone Ind AS
Financial Statements.
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S. No. Key Audit Matters
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How the matter was addressed in our audit
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1 Evaluation of impairment indicators
Investments in Subsidiaries
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in
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Our audit procedures included, among others, the
following:
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The Company has significant investments in equity,
optionally convertible redeemable debentures and
compulsory convertible preference Shares in its
Subsidiaries. The total Investment in Subsidiaries of
Rs. 95,411.26 lakhs are recorded at cost net of
provision for impairment as at 31st March 2026.
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• Evaluated the design and tested the operating
effectiveness of internalcontrols related to
evaluation of impairment assessment including
the review and approval of forecasts and
valuation models of investments in subsidiaries.
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S. No. Key Audit Matters
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How the matter was addressed in our audit
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The amount being significant to the Standalone
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• Assessed the carrying value/fair value calculations
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Ind AS FinancialStatements, the determination
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of material investment in subsidiaries, where
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of impairment charge required the application of
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applicable, to determine whether the valuations
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significant judgments by Management, in particular
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performed by the Company were within an
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with respect to the determination of recoverable/
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acceptable range determined by us.
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fair value amount of these Investments. (Refer Note
No. 5 of accompanying Standalone Ind AS Financial
Statements)
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• Evaluated the adequacy of provision for
impairment made in earlier years to compare the
carrying amount of investments net of provision
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Considering the significant investment in subsidiaries,
the above matter and complexity involved in
assessment of impairment of Investment in
Subsidiaries on account of key assumptions involved
such as discount rate, growth rate, market forecast,
etc. and uncertainty involved, this is determined as key
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for impairment with the Recoverable Value.
• Tested the mathematicalaccuracy of the
management computations with regard to cash
flows and sensitivity analysis for valuing the
investment made in material subsidiaries.
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audit matter.
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• Evaluated the underlying assumptions used
for the fair value calculations of investments in
subsidiaries, where applicable, to determine
whether the valuations performed by the
external agency are reasonable, appropriate
and consistent with the projected cash flows and
other relevant market and business assumptions.
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2 Evaluation of Related Party Transactions
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Our audit procedures included, among others, the
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The Company has entered into several transactions
with related parties during the FY 2025-26 and same
constitute significant part of Company's operating
revenue comprising income from functional support
services, rental income, sale of all three floors owned
in Max Towers in Noida, interest on Loans to related
parties etc. In addition, there are expenses like
Professionalcharges, reimbursement of expenses,
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following:
• Obtained an understanding of the process for
identifying related party transactions, performed
a walkthrough and evaluated the design of
controls related to the risk identified;
• Sought and obtained balance confirmation from
related parties.
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Management service charges etc. form part of Other
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• Verified that the transactions are approved in
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expenses. Also, there are Investment in subsidiaries
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accordance with internal procedures including
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in the form of compulsory convertible preference
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involvement of key personnel at the appropriate
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shares, inter-corporate loan and optionally convertible
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level;
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redeemable debentures.
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• Reviewed the supporting documents to
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(Refer Note No. 36 of accompanying Standalone Ind
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evaluate the managements' assertions that the
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AS Financial Statements).
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transactions were at arm's length; we evaluated
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We identified related party transactions as a key audit
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the business rationale of the transactions
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matter because of risks with respect to completeness
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• Evaluated the rights and obligations per the terms
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of disclosures made in the financialstatements;
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and conditions of the agreements and assessed
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potential non-compliance with statutory regulations
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whether the transactions were recorded
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governing related party relationships such as
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appropriately;
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Companies Act 2013 and SEBI Regulations and the
judgement involved in assessing whether transactions
with related parties are undertaken at arms' length.
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• Reviewed whether the management have
disclosed relationships and transactions in
accordance with Ind AS 24.
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• Reviewed the Benchmarking Report on
transactions undertaken by Max India Limited
with its group entities during the FY 2025-26 from
a fair market value and commercial perspective.
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We have determined that there are no other key audit
matters to communicate in our report.
Information Other than the Standalone Ind
AS Financial Statements and Auditor's Report
thereon
5. The Company's Board of Directors and Management
is responsible for the Other Information. The Other
Information comprises the information included in the
Directors' 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 conclusion
thereon.
In connection with our audit of the Standalone Ind AS
Financial Statements, our responsibility is to read the
Other Information and, in doing so, consider whether
such Other Information is materially inconsistent
with the Standalone Ind AS 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
any material misstatement in this Other Information,
we are required to report that fact. We have not come
across any such findings and hence there is nothing to
report in this regard.
Responsibility of Management and Those
Charged with Governance for the Standalone
Ind AS Financial Statements
6. The Company's 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 Standalone Ind AS Financial Statements
that give a true and fair view of the financial position,
financial performance including Other Comprehensive
Income, cash flows and changes in equity 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 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 the design, implementation and maintenance
of adequate internalfinancialcontrols, 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 Statement that give a true and fair
view and are free from material misstatement,
whether due to fraud or error.
7. 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.
8. The Board of Directors are also responsible for
overseeing the Company's financial reporting process.
Auditor's Responsibilities for the Audit of theStandalone Ind AS Financial Statements
9. 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.
10. As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional
scepticism throughout the audit. We also:
a. Identify and assess the risk of material
misstatement of the Standalone Ind AS Financial
Statements, whether due to fraud or error,
design and perform audit procedures responsive
to those risk, 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.
b. Obtain an understanding of internalcontrol
relevant to the audit in order to design audit
procedures that are appropriate in the
circumstances. Under section 143(3)(i) of the
Companies Act, 2013, we are also responsible for
expressing our opinion on whether the Company
has adequate internal financial control system in
place and the operating effectiveness of such
controls.
c. Evaluate the appropriateness of accounting
policies used and the reasonableness of
accounting estimates and related disclosures
made by management.
d. 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 Ind AS
FinancialStatements 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.
e. Evaluate the overall presentation, structure
and content of the Standalone Ind AS Financial
Statements, including the disclosures, and
whether the Standalone Ind AS Financial
Statements represent the underlying
transactions and events in a manner that
achieves fair presentation.
11. 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
12. 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.
13. We also provide those charged with governance with
a statement that we have complied with relevant
ethicalrequirements 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.
14. From the matters communicated with those charged
with governance, we determine those matters that
were of most significance in the audit of the Standalone
Ind AS Financial Statements for the year ended March
31,2026 and are therefore the key audit matters. We
describe these matters in our auditor's report unless
law or regulation precludes public disclosure about the
matters 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
15. 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
A", a statement on the matters specified in clauses 3
and 4 of the Order, to the extent applicable.
16. 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 Balance Sheet, the Statement of Profit
and Loss including the Statement of Other
Comprehensive Income, the Cash Flow Statement
and Statement of Changes in Equity dealt with by
this Report are in agreement with the books of
account;
d) In our opinion, the aforesaid Standalone Ind AS
Financial Statements comply with the Accounting
Standards specified under section 133 of the
Act, read with Companies (Indian Accounting
Standards) Rules, 2015, as amended;
e) On the basis of the written representations
received from the directors of the Company 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;
f) With respect to the adequacy of the Internal
Financial Controls over Financial Reporting of the
Company with reference to these Standalone
Ind AS Financial Statements and the operating
effectiveness of such controls, refer to our
separate Report in "Annexure B" to this report.
g) In our opinion, the managerial remuneration for
the year ended March 31, 2026 has been paid
/provided by the Company to its directors in
accordance with the provisions of section 197
read with Schedule V to the Act;
h) 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 Ind AS Financial Statements.
Refer Note No. 32 to the Standalone Ind AS
Financial Statements;
ii. The Company did not have any long-term
contracts including derivative contracts for
which there were any material foreseeable
losses.
iii. There has been no delay in transferring
amounts required to be transferred, to the
Investor Education and Protection Fund by
the Company.
iv. (i) The Management has represented
that, to the best of its knowledge and
belief, no funds 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
persons or entities, including foreign
entities ("Intermediaries"), with the
understanding, that the Intermediary
shall:
a. 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
b. provides any guarantee, security
or the like on behalf of the
Ultimate Beneficiaries.
(ii) The Management has represented
that, to the best of its knowledge
and belief, no funds have been
received by the Company from any
persons or entities, including foreign
entities ("Funding Parties"), with the
understanding, whether recorded in
writing or otherwise, that the Company
shall:
a. 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
b. provides any guarantee, security
or the like on behalf of the
Ultimate Beneficiaries.
(iii) Based on the audit procedures
performed 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) of
the Companies (Audit and Auditors)
Rules 2014, as provided under (i)
and (ii) above, contain any material
misstatement.
v. The Company did not declare or paid any
dividend during the year and accordingly,
reporting under Rule 11(f) of the Companies
(Audit and Auditors) Rules 2014 is not
applicable.
vi. Based on our examination, which
included test checks, the Company has
used accounting software systems for
maintaining its books of account for the
financial year ended March 31, 2026 which
have the feature of recording audit trail
(edit log) facility and the same has operated
throughout the year for allrelevant
transactions recorded in the software
systems. Further, during the course of our
audit we did not come across any instance
of the audit trail feature being tampered
with, and the audit trail has been preserved
by the Company as per the statutory
requirements for record retention.
For RAVI RAJAN & CO. LLP
Chartered Accountants
(Firm's Registration No. 009073N/N500320)
Ravi Gujral
Partner
(Membership No. 514254)
Place: Gurugram
Date: 28th May, 2026
UDIN: 26514254ICHPKY8284
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