To the Members of Parsvnath Developers LimitedReport on the audit of the Standalone Financial Statements1. Qualified Opinion
We have audited the accompanying standalone financial Statements of parsvnath developers limited ('the company'), which comprise the Balance Sheet as at March 31, 2024, the statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and Statement of Cash Flows for the year ended on that date, and notes to the financial statements, including a summary of material accounting policies and other explanatory information.
In our opinion and to the best of our information and according to the explanations given to us, except for the indeterminate effects/possible effects of the matters referred in Basis for Qualified Opinion paragraph below, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required 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) Rule, 2015, as amended, ("Ind AS") and other the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2024 and its Losses, total comprehensive income (comprising of loss and other comprehensive income), changes in equity and its cash flows for the year ended on that date.
2. Basis for Qualified Opinion
We draw your attention to following notes of the standalone financial statements:
(a) Note No 41 (d) which states that:
Delhi Metro Rail Corporation (DMRC) had terminated the contract of BOT project due to delays in payments as per concession agreement by the Company. The Company had sent a notice invoking arbitration and accordingly DMRC called upon the Company to nominate an Arbitrator from the panel maintained by it and the Arbitrator has been nominated by the Company. The Arbitrator Tribunal is formed and the
claims of the Company and defence of DMRC are yet to be raised before the Arbitration Tribunal. Based on the legal opinion obtained, the management is of the opinion that Company has a favourable case and though the total claim amount shall be significantly higher and minimum recoverable amount recoverable from DMRC shall be more than Rs. 8,017.42 Lakhs and hence no impairment is required against the 'Intangible Assets under development' related with this project.
Considering the fact that DMRC had terminated the contract, Arbitration Tribunal has been formed, the claims of the Company and defence of DMRC are yet to be raised, there are various uncertainty involved in the outcome of the matter and recoverability of the amount lying as'Intangible Assets under development' related with this project in the books of the Company. Due to above uncertainties, we are unable to comment the amount of impairment required against the same and the resultant impact of the same on these standalone financial statements.
(b) Note No 42 which states that:
The Company had entered into an 'Assignment of Development Rights Agreement' dated 28 December, 2010 with a wholly owned subsidiary company (WOS) and Collaborators (land owners) in terms of which the Company had assigned Development Rights of one of its project to WOS on terms and conditions contained therein. The project has been delayed and disputes arose with the collaborators (land owners) who sought cancellation of the Development Agreement and other related agreements and have taken legal steps in this regard. The Ld. Sole Arbitrator pronounced the Arbitral Award and restored the physical possession of the Project Land in favour of the land owners, subject to payment of Rs. 1,570.91 lakhs along with interest as awarded under the Arbitral Award to WOS. The WOS has filed an appeal before the Commercial Court challenging the Arbitration Award on 19th August, 2023 and the Court on 01.03.2024 has reserved its order on the Objections filed by and WOS under Section 34 of the Act. Based on the legal opinion obtained, the management is of the view that the termination of the agreement will be set aside and the project will
be restored. Accordingly there is no impairment is required in the value of loan of Rs. 3,616.31 lakhs given to WOS and investment of Rs. 21,076.47 lakhs in WOS is considered as good and recoverable.
Considering that the Arbitration award was given against the Company and WOS and the physical possession of the Project Land has been restored in favour of the land owners and the outcome of the appeal filed by the Company under Section 34 of the Act cannot be determined at this stage, hence, we are unable to comment on the adjustment required in the value of Loan of Rs. 3,616.31 lakhs and Investment of Rs. 21,076.47 lakhs in WOS.
(c) Note No 53 which states that:
A subsidiary of the company, Parsvnath HB Projects Private Limited (PHBPPL) was allotted a land by Punjab Small Industrial & Exports Corporation Limited (PSIEC). On account of non-payment of instalments due, PSIEC cancelled the allotment of land. PHBPPL filed an arbitration petition against the same and as in their view, there were certain lapses on the part of PSIEC. The arbitration proceedings are under progress and the next date of hearing is 11.07.2024. Pending the arbitration proceedings, the management is on the opinion that no impairment is required in the value of loan of Rs. 6,636.28 lakhs given to PHBPPL and investment of Rs. 2.50 lakhs in PHBPPL and is considered as good and recoverable.
Considering that the allotment of land has been cancelled by PSIEC, there is no subsisting right in favor of PHBPPL, and given that the outcome of the arbitration proceedings cannot be determined at this stage, we are unable to comment on the adjustment required in the value of loan of Rs. 6,636.28 lakhs given to PHBPPL and investment of Rs. 2.50 lakhs in PHBPPL.
(d) Note No 41(c) which states that:
In case of another concession agreement with DMRC for development of the land, the company had raised dispute and approached DMRC to waive the recurring payment liability for the disputed period. The Company invoked "Arbitration Clause" under the concession agreement for settlement of the matter. The Arbitral Tribunal had announced its award in favour of DMRC and directed the company to make payment of recurring fee amounting to Rs. 861 lakhs
alongwith interest of Rs. 656 lakhs upto 27 January, 2017. The Arbitral Tribunal has also granted pendent-lite and future interest at the rate of 8.30% p.a. till 30 days from the date of award i.e. 22 March, 2021 and at 10.30% p.a. thereafter. No provision has been made for the same by the company as the Company has filed an appeal in the Hon'ble Delhi High Court against this award. Further, DMRC has filed a Petition before the Hon'ble High Court under Section 36 of the Arbitration and Conciliation Act, seeking enforcement of the Award. On 04.03.2022, the Hon'ble High Court directed the Company to deposit the awarded amount. The Company has challenged the impugned order passed by the Hon'ble High Court before the Hon'ble Supreme Court. The Hon'ble Supreme Court has dismissed the SLP. The Objections are pending consideration before the Hon'ble High Court of Delhi wherein Company has raised issues with respect to independency of the Arbitral Tribunal. Hon'ble Delhi High Court has order the PDL to comply the order of Hon'ble Supreme court regarding deposition of award amount with cost of Rs. 50,000. The matter is further listed on 20.09.24. There is an amount of Rs. 2,499.07 Lakhs lying as Intangible assets under development which may not be recoverable in case if the amount of recurring fee with interest is not paid by the company or the legal proceedings in this regard are not in their favour. On the basis of legal advice received, the management is of the opinion that the company has a favourable case and has considered the Assets Held for Sale Rs. 2,499.07 lakhs as on 31 March, 2024 as fully recoverable as well as considered that no liability shall be payable as per the Order given by the Tribunal/ Court.
Considering that Arbitral Tribunal has announced its award in favour of DMRC and directed the company to make payment of recurring fee along with interest and matter is pending with Hon'ble Delhi High Court, we are unable to comment on the impairment required in the Assets Held for Sale recognised against this project and the liability required to be recognised toward unpaid recurring fee and interest thereon and other resultant impact on these Standalone financial statements.
(e) There are certain old debit balances related to advance to vendors/Trade receivables of Rs. 7,621.72 lakhs which are subject to confirmation/ reconciliation against which no provision has been considered by the
management as they are confident of their recovery/ adjustment. In the absence of any confirmation/ reconciliation we are unable to comment on the adjustment required against these balances and other resultant impact on these standalone financial statements.
We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those standards on auditing 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 ('the 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 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 obtained by us is sufficient and appropriate to provide a basis for our qualified opinion.
3. Emphasis of Matter
(a) Note No 41(b) which states that:
In case of another BOT project, construction activities were suspended as per the instructions of the DMRC. The Company had invoked the Arbitration clause under the concession agreement and the Order has been pronounced on October 08, 2023. As per the said Arbitration Award, the Ld. Arbitrator has partly allowed the Claims sought by the Company and as such the time period of lease between 21.01.2011 till 07.02.2019 has been declared zero period and the company is required to make the rental payment alongwith interest from February 8, 2019 onwards as per the concession agreement. DMRC has filed an application under section 33 of the Arbitration and Conciliation Act, 1996 (as amended) seeking correction / interpretation of the Award dated 08.10.2023 which has been confirmed by the Arbitrator. The Company not considered the accounting effect on the standalone financial statements as the order dated October 8, 2023 subsequently affirmed by the Arbitrator as the period in which appeal can be filed by DMRC is not lapsed.
The management is of the opinion that Company has a favourable case and has considered the intangible assets under development of Rs. 14,115.68 lakhs as on 31st March 2024 as fully recoverable.
(b) Note No 44 which states that:
The Company had entered into a Development Agreement (DA) with Chandigarh Housing Board (CHB). Owing to disputes, the Company had invoked the arbitration and the arbitral award was issued. Due to computational error in the award, the awarded amount was deficient by approximately Rs. 14,602 lakhs. The matter was decided against the company by Hon'ble Sole Arbitrator and Additional District Judge cum MACT, Chandigarh. The matter is now pending before the Hon'ble Punjab & Haryana High Court at Chandigarh and the proceedings are going on and matter is listed on 14.05.2024. Pending decision of the Hon'ble High Court, the management is hopeful for recovery and Rs. 14,046.91 lakhs has been shown as recoverable and included under 'Other Non-Current financial assets'.
(c) Note No 45 which states that:
Parsvnath Film City Limited (PFCL), a wholly owned Subsidiary of the company, had deposited Rs. 4,775 Lakhs with Chandigarh Administration (CA) for development of one Project. Since CA could not handover the possession of the said land to PFCL, PFCL invoked the arbitration clause for seeking refund of the allotment money which was decided the matter in favour of PFCL. Subsequently, The Hon'ble Punjab & Haryana High Court decided that CA is entitled to cumulatively claim/recover an amount of Rs. 8,746.60 lakhs from PFCL. PFCL has filed a Special Leave Petition (SLP) before the Hon'ble Supreme Court of India. The management is hopeful for recovery and the amount of Rs. 4,818.13 Lakhs has been shown as recoverable and included under 'Other Non-Current financial assets.'
(d) Note No 49 which states that:
The Company has restated the value of investments in 0.01 % Optionally convertible Debentures (OCDs) at face value of Rs. 37,500 Lakhs resulted in gain of Rs. 21,300 lakhs which have been transferred to lender at face value to settle the dues. The company has entered into settlement agreement with one of
the lender group and provided for compensation on settlement of dues of Rs. 9,700 Lakhs, Impairment in the value of projects of Rs. 21,332.28 lakhs & impairment in the value of receivables from its subsidiaries of Rs. 3800 Lakhs resulted in net loss of Rs. 13,532.28 lakhs which has been considered as exceptional item.
Our opinion is not modified in respect of these matters
4. Material uncertainty related to going concern
We draw your attention to note 47 of the standalone financial statements which states that the Company has incurred cash losses during the current year and during the previous year. Due to recession in the past in the real estate sector owing to slowdown in demand, the Company faced lack of adequate sources of finance to fund execution and completion of its ongoing projects resulting in delayed realisation from its customers. The Company is facing tight liquidity situation as a result of which there have been delays/ defaults in payment of principal and interest on borrowings,
statutory liabilities, salaries to employees and other dues. However, considering the substantial improvement in real estate sector recently, the management is of the view that all above issues will be resolved in due course by arrangement of required finance through alternate sources, including sale of non-core assets to overcome this liquidity crunch.
Considering the indeterminate impact of the matters under litigation, uncertainty exist that may cast significant doubt on the Company's ability to continue as a going concern.
Our opinion is not modified in respect of this matter.
5. Key Audit Matter
Key Audit Matters are those matters that, in our professional judgement, were of most significance in our audit of standalone financial statements of the current period. These matters were addressed in the context of our audit of 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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Key audit matters
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How the matter was addressed in our audit
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Revenue recognition
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Revenue from sale of constructed properties is recognized at a 'Point of Time', when the company satisfies the performance obligations, which generally coincides with completion/ possession of the unit.
Recognition of revenue at a point in time based on satisfaction of performance obligation requires estimates and judgements regarding timing of satisfaction of performance obligation, allocation of cost incurred to segment/units and the estimated cost for completion of some final pending works. Due to judgements and estimates involved, revenue recognition is considered as key audit matter.
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Our audit procedures on revenue recognition included the
following:
• We have evaluated that the Company's revenue recognition policy is in accordance with Ind AS 115 and other applicable accounting standards;
• We verified performance obligations satisfied by the company;
• We tested flat buyer agreements/sale deeds/possession letters/No Objection Certificate received from customers for taking possession in case of unfurnished flats which have been given as fit out offer, sale proceeds received from customers to test transfer of controls;
• We conducted site visits during the year to understand status of the project and its construction status;
• We verified calculation of revenue to be recognized and matching of related cost;
• We verified estimates of cost yet to be incurred before final possession of units.
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Key audit matters
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How the matter was addressed in our audit
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inventories
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The Company's inventories comprise of projects under construction/development (Work-in-progress) and unsold flats (finished flats).
The inventories are carried at lower of cost and net realizable value (NRV). NRV of completed property is assessed by reference to market prices existing at the reporting date and based on comparable transactions made by the company and/or identified by the Company for properties in same geographical area. NRV of properties under construction is assessed with reference to market value of completed property as at the reporting date less estimated cost to complete.
The carrying value of inventories is significant part of total assets of the Company and involves significant estimates and judgements in assessment of NRV. Accordingly, it has been considered as key audit matter.
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Our audit procedures to assess the net realizable value (NRV) of
inventories included the following:
• We had discussions with management to understand management's process and methodology to estimate NRV, including key assumptions used;
• We verified project wise unsold units/area from sales department;
• We tested sale price of the units with reference to recently transacted price of same or similar projects and available market information in same geographical area;
• To calculate NRV of work-in-progress, we verified the estimated cost to construction to complete the project.
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investments in subsidiaries
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The Company has significant investments in its subsidiary companies. These investments are carried at cost.
Management reviews whether there are any indicators of impairment of investments. For impairment testing, management has to do assessment of the cash flows of these entities and /or value of underlying assets in these entities.
Impairment assessment involves estimates and judgements in forecasting future cash flows. Accordingly, it has been considered as key audit matter.
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Our audit procedures included :
• We compared carrying value of investment in the books of the Company with net asset value of relevant subsidiaries;
• We reviewed business plan and cash flow projections of the subsidiaries and tested assumption;
• In cases, where cash flow projections were not available , we verified valuation report of underlying assets held by these subsidiaries;
• Verified that required disclosures in respect of these investments has been made in the standalone financial statements.
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Customer complaints and litigation
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The Company is having various customers complaints, claims and litigations for delays in execution of its real estate projects.
Management estimates the possible outflow of economic resources based on legal opinion and available information on the status of the legal cases.
Determination of amount to be provided and disclosure of contingent liabilities involves significant estimates and judgements, therefore it has been considered as key audit matter.
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Our audit procedures included :
• We had discussion with management and understood management process for identification of claims and its quantification;
• We had discussion with Head of Legal department of the Company, to assess the financial impact of legal cases;
• We read judgements of the courts and appeals filed by the company;
• We read minutes of the audit committee and the board of directors of the Company to get status of the material litigations;
• We verified that, in cases, where management estimates possible flow of economic resources, adequate provision is made in books of account and in other cases, required disclosure is made of contingent liabilities.
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Key audit matters
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How the matter was addressed in our audit
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Statutory dues and borrowings
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The Company has incurred cash losses during the current and previous year, due to recession in the real estate sector, due to which the Company is facing tight liquidity situation.
As a result, there have been delays/defaults in statutory liabilities, principal and interest on borrowings and other dues.
Defaults in payment of statutory dues and borrowings involves calculation of interest, penal interest and other penalties on delayed payments and recording of liabilities. It requires significant estimates, hence considered as key audit matter.
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Our audit procedures included :
• We had discussion with management and understood management process for provision of interest and penalties for delays/defaults in payment of statutory dues and repayment of borrowings and interest thereon;
• For statutory dues, we have verified the schedule of statutory liabilities and due date of payments. We verified calculation of interest on delayed payments;
• For borrowings, we verified loan agreement and sanction letters to check repayment schedule and penal interest, if any. We verified calculation of interest including penal interest;
• We verified disclosures made in the standalone financial statements in respect of defaults in repayment of borrowings and interest thereon;
• Defaults in payment of statutory dues and borrowings is reported in Annexure A to our audit report.
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Advances for land
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The Company has given advances for procurement of land for construction of real estate projects. These advances are given based on agreements.
The Company acquires land through Special Purpose Vehicles (SPVs) and paid advances to SPVs for acquisition of land.
These advances are tested for recoverability. Due to significant amount and the time involved in square up of these advances, it has been considered as key audit matter.
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Our audit procedures included :
• We had discussion with management and understood management process for land acquisition;
• We have verified the agreements and Memorandum of Understanding (MOUs) with the SPVs;
• We verified standalone financial statements of these SPVs to test land held by these entities and its book value;
• For advances given to third parties, we have verified the agreements and had discussion with the management on timeline for land procurement.
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Related party transaction and balances
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The Company has transaction with related parties. These includes transaction in nature of purchase of development rights, advances for land procurement, security deposits from subsidiaries and advances given to its subsidiaries.
These transactions are in ordinary course of business on arm length basis. Due to significance of these transactions, considered as key audit matter.
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Our audit procedures included :
• Understood Company's policies and procedures for identification of related parties and transactions;
• Read minutes of the audit committee and board of directors for recording/approval of related party transactions;
• Tested Company's assessment regarding related party transactions are being in the ordinary course of business and at arm's length price;
• Tested transaction with underlying contracts and supporting documents;
• Obtained confirmation for outstanding balances;
• We reviewed business plan and cash flow projections of the subsidiaries and tested assumption in order to ensure recoverability of Loans/ other receivables.
• In cases, where cash flow projections were not available , we verified valuation report of underlying assets held by these subsidiaries;
• Verified disclosures made in the standalone financial statements in respect of related party transactions and outstanding balances.
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6. I nformation other than the Financial Statements and Auditor's Report thereon
The Company's Board of Directors is responsible for the other information. The other information comprises the information included in the Directors report, but does not include the Standalone Financial Statements and our auditor's report thereon. These Reports are expected to be made available to us after the date of this auditor's 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 identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
When we read the Directors report, Management Discussion and Analysis Report and Corporate Governance Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance as required and take appropriate action as applicable under the relevant laws and regulations.
7. responsibilities of management and those charged with governance for the standalone financial statements
These Standalone Financial Statements have been approved by the Company's Board of Directors. 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 statements 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.
Those Board of Directors are also responsible for overseeing the Company's financial reporting process.
8. auditor's 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 a part of an audit in accordance with Standards on Auditing, we exercise professional judgement 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 control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the company has in place adequate internal financial controls with
reference to standalone financial statements 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 the Board of Directors.
• Conclude on the appropriateness of the Board of Directors 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 ability of the Company 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 as disclosed in para 4 of our report.
• Evaluate the overall presentation, structure and content of the standalone financial statement, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the Standalone financial statement 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 the quantitative and qualitative factor 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.
We communicate with those charged with governance of the Company 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 auditor's 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.
9. 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 Act, subject to the matters described in the Basis for Qualified Opinion Section of our Report, we give in the "Annexure A" 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, we report that:
(a) We have sought and obtained all the information and explanations except for the matters referred in Basis of Qualification opinion paragraph above and below mentioned information, which to the best of our knowledge and belief were necessary for the purposes of our audit.
(b) In our opinion, except for the indeterminate effects of the matters referred to in Basis for Qualified opinion paragraph above and our observation related to maintenance of edit logs as mentioned in paragraph 9(2)(j)(vi) of this report, proper books of account as required by law relating to preparation of the aforesaid standalone financial statements have been kept 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 Standalone Statement of Cash Flows dealt with by this report are in agreement with the books of account.
(d) Except for the indeterminate effects of the matters referred to in Basis for Qualified opinion paragraph above, in our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards specified under Section 133
of the Act read with Companies (India Accounting Standard) Rules, 2015 as amended.
(e) The matters described in the Basis for Qualified opinion Section, 'Emphasis of Matter' paragraph and Material Uncertainty Related to Going Concern Section above, in our opinion, may have an adverse effect on the functioning of the company.
(f) On the basis of the written representations received from the directors as on March 31, 2024 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2024 from being appointed as a director in terms of Section 164 (2) of the Act.
(g) The reservation relating to the maintenance of accounts and other matters connected therewith are as stated in the Basis for Qualified opinion paragraph above and paragraph 9(2)(j)(vi) below on reporting under Rule 11(g).
(h) No managerial remuneration was paid or payable during the year, accordingly, reporting under Section 197(16) of the Act read with Schedule V is not applicable to the Company.
(i) With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure B". Our report express a qualified opinion on the adequacy and operating effectiveness of the company's internal financial controls with reference to Standalone Financial statements.
(j) 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, 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 37, 41 to 46, 51,53, 54, 56 and 58 to the standalone financial statements;
ii. The Company did not have any long-term contracts including derivative contracts for which
there were any material foreseeable losses - Refer Note 39 to the standalone financial statements;
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended March 31, 2024 - Refer Note 40 to the standalone financial statements;
iv. (a) The Management has represented to us and
as disclosed in note no. 80 to the standalone financial statements, 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(s) or entity(ies), including foreign entities ("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 ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(b) The Management has represented to us and as disclosed in note no. 81 to the standalone financial statements, that, to the best of it's knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person(s) or entity(ies), including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, as on the date of this audit report, 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 ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;
(c) 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) as provided under (a) and (b) above, contain any material mis-statement.
v. The Company has neither declared nor paid any dividend during the year.
vi. Based on our examination which included test check, the company has used accounting software for maintaining its books of accounts which has a feature of recording audit trail (edit log) facility except (a) for CRM software which is used for recording sales and other transactions with the customers, wherein the feature of edit logs have not been enabled throughout the year for all relevant transaction recorded in the software and (b) The audit trail feature is not enabled at database level to log any direct data changes, used for maintenance of all accounting record by the Company. Further, during the
course of our audit we did not come across any instance of audit trail feature being tempered with during the year.
As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable from April 1, 2023, reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 on preservation of audit trail as per the statutory requirements for record retention is not applicable for the financial year ended March 31, 2024.
For T R Chadha & Co LLP
Chartered Accountants
Firm Registration No. 006711N/N500028
Sd/-
aashish Gupta
(Partner)
Membership No. 097343
UDIN: 24097343BKEHWN6411
Date: 20th June 2024
place: delhi
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