To The Members of Artemis Medicare Services Limited Report on the Audit of the Standalone Financial Statements Opinion
We have audited the standalone financial statements of
Artemis Medicare Services Limited ("the Company"), which comprise the Standalone Balance Sheet as at March 31, 2026, the Standalone Statement of Profit and Loss (including other comprehensive income), the Standalone Statement of Changes in Equity and Standalone Statement of Cash Flowsforthe year our other ethical then ended, and notes to the standalone financial statements, including a summary of the significant accounting policies and other explanatory information (hereinafter referred to "Standalone Financial Statements"). In our opinion and to the best of our information and according to the explanations given to us, 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 accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2026, and profit (including other comprehensive income), changes in equity and its cash flows for the year ended on that date.
Basis of Opinion
We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing under Section 143(10) of the Companies Act, 2013, as ("the Act"). Our responsibilities under those Standards are further described in the Auditors 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 thereunder, and wehavefulfilled in accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence obtained by us is sufficient asand appropriate to provide a basis for our audit opinion on the Standalone Financial Statements.
Key Audit Matters
Key audit matters (KAM) are those matters 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.
| Key Audit Matter | How our audit addressed the Key Audit Matter |
| 1. Capitalisation of Property, Plant, and Equipment | |
| As at March 31, 2026, the Companys Property, Plant & Equipment (PPE) stands at Rs. 70,765 Lakhs and Capital Work-in-Progress (CWIP) at Rs. 3,212 Lakhs, together representing the largest category of assets on the balance sheet. During the year, the Company continued its expansion activities, including the Raipur hospital project and upgrades at the Gurgaon facility. The capitalization of PPE involves significant management judgment in determining the point at which assets are ready for their intended use, the allocation of directly attributable costs, and the estimation of useful lives and residual values. The magnitude of the balances and the degree of judgment involved make this a Key Audit Matter. | Principal Audit Procedures: |
| Evaluated the design and operating effectiveness of internal controls over the capitalization process, including cost accumulation, and transfer from CWIP to PPE; | |
| Tested a sample of capital additions during the year for proper authorization, supporting documentation, and accurate classification between revenue and capital expenditure; | |
| Assessed managements judgment on the date of readiness for intended use, and medical equipment installations; | |
| Verified the allocation of directly attributable costs, including borrowing costs capitalized in accordance with Ind AS 23; | |
| Reviewed the useful lives and depreciation rates applied to verify consistency with Ind AS 16 and Schedule II of the Companies Act, 2013; | |
| Performed physical verification of assets on a sample basis and agreed to the fixed asset register; and | |
| Assessed the ageing and composition of CWIP to identify any items requiring impairment consideration or delayed capitalization. | |
| Based on our audit procedures, we did not identify any material misstatement in the capitalization of PPE and CWIP as at March 31, 2026. The capitalization policies and useful life estimates applied by management were found to be reasonable and consistent with the applicable accounting framework. |
| Key Audit Matter | How our audit addressed the Key Audit Matter |
| 2. Allowance for expected Credit Loss related to Trade receivables | |
| As at March 31, 2026, the Companys trade receivables stand at INR 11,145 Lakhs (net). The estimation of Expected Credit Loss (ECL) under Ind AS 109 requires significant management judgment in developing the provision matrix, determining the grouping of receivables with similar credit risk characteristics, and assessing the recoverability of aged balances particularly from government and TPA channels where settlement cycles are inherently longer. This is identified as a Key Audit Matter due to the complexity and degree of estimation involved. | Principal Audit Procedures: |
| Evaluated the design and operating effectiveness of internal controls over the trade receivable ageing process and ECL computation; | |
| Assessed the appropriateness of the ECL provision matrix, including the grouping of receivables by customer category (TPAs, insurance, government schemes, corporate, individual) and ageing buckets; | |
| Tested the accuracy and completeness of the ageing analysis by reconciling to the general ledger and verifying a sample of receivable balances to supporting documentation; | |
| Evaluated the historical loss rates used by management and their consistency with actual write-off experience; | |
| Assessed the incorporation of forward-looking information and macroeconomic factors in the ECL model; and | |
| Verified the adequacy of disclosures in the financial statements in accordance with Ind AS 107 and Ind AS 109. | |
| Based on our audit procedures, the ECL provision recognized by management was found to be reasonable. The methodology and assumptions used in the provision matrix are consistent with the requirements of Ind AS 109 and adequately reflect the credit risk profile of the Companys receivable portfolio as at March 31, 2026. |
InformationOther than the Standalone Financial Statements and Auditors Report Thereon
The Companys Management and Board of Directors are responsible for the other information. The other information comprises the information included in the Companys annual report but does not include the Standalone Financial Statements and our auditors report thereon. The aforesaid report is expected to be made available to us after the date this auditors report.
Our opinion on the Standalone 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 Financial Statements, our responsibility is to read the other information identified above when it becomes available and, in 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 Companys annual report and if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and shall take appropriate actions, if required. If, based on the work performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and Board of Directors for the Standalone Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Act preparation and presentation of these Standalone Financial Statements that give a true and fair view of the financial position, financial income, 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 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 judgements and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating 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, the Board of Directors is responsible for assessing the Companys 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 responsible for overseeing the Companys financial reporting process.
Auditors Responsibilities
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 auditors 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 the Annual 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 resultingfrom fraud is higher than for one resulting 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 an adequate internal financial controls system with reference to the Standalone Financial statement 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 the Management and Board of Directors.
Conclude on the appropriateness of Management and 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 appropriateness of this assumption. If we conclude that material uncertainty exists, we are required to draw attention in our auditors 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 auditors report. However, future events or conditionsmay cause the Company to cease to continue as a for the Audit of the Standalone
Evaluate the overall presentation, structure and content of the Annual Standalone Financial Statements, including the disclosures, and whether the Annual Standalone Financial Statements represent the underlying transactions events in a manner that achieves fair presentation. Materiality is the magnitude of misstatements in the Standalone Financial Statements that, individually or in the 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 identifiedmisstatements in the financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing any significant during our audit. from 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 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.
Report on Other Legal and Regulatory Requirements
1. A. As required by Section 143(3) of the Act, based on our report, 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 except for the matters stated in paragraph 1(B)(f) below on reporting under Companies (Audit and Auditors) Rules, 2014 (as amended) ("the Rules"); or otherwise, that the Intermediary
(c) The Standalone Balance Sheet, the Standalone Statement of Profit comprehensive income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flow dealt with by this report are in agreement with the books of account;
(d) In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS specified under with Rule 7 of the Section Companies (Accounts) Rules, 2014;
(e) Based on the written representations from the directors as of March 31, 2026, taken on record by the Board of Directors, none of the directors is disqualified as of 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 reporting financial reference to Standalone FinancialStatementsofthe effectiveness of such Companyandtheoperating controls, refer to our separate Report in "Annexure A". Our report expresses an unmodified opinion on the adequacy and operating the Companys internal financial reporting;
B. With respect to the other matters to be includedunder sub-clause the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information according to the explanations given to us:
(a) The Company has disclosed the impact of pending litigations as of March 31, 2026, on its financial position in its Standalone Financial Statements. Refer to note 40 to the Standalone Financial Statements;
(b) The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses;
(c) There were no amounts, during the year, which were required to be transferred to the Investor Education and Protection Fund by the Company;
(d) (i) The Management has represented that, to the best of its knowledge and belief, as disclosed in note 45 to the Standalone Financial Statements, 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, 11(g) of the including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing shall, whether, directly or indirectly lend or invest in other persons or entities identified in and Loss (including other any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") 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, as disclosed in the Note 45 to the standalone financial statements, no funds (which are material either individually or in the aggregate) have been received received by the Company from any person(s) or entity(ies), including foreign ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, 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 theFundingParties Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(iii) 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 and
(ii) of representations Rule 11(e), as provided under (i) and (ii) above, contain any material misstatement. and
(e) The final dividend paid by the Company during the year in respect of the same declared for the previous year is in accordance with section 123 of the Act to the extent it applies to the payment of dividends.
As stated in note 10 (l) 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 dividend declared is in accordance with section 123 of the Act to the extent it applies to the declaration dividend.
(f) Based on our examination which included test checks, except for the instances mentioned and as explained in note 45 (xiii) of the standalone financial statements, the Company has accounting software for maintaining its books account,whichhasafeatureofrecordingaudit 3 of Section143 of the Companies Act, 2013 ("the trail (edit log) facility and; the same has operated throughout the year for all relevant transactions recorded in the respective software except the feature of the recording audit trail (edit log) facility at the database level to log any direct data changes for the accounting software used for maintaining the books of accounts cannot be commented upon, as the SOC Type 2 report could not be obtained for HIS and the report of SAP does not specifically cover any controls related to the audit trail. For given to us, the Company has, in all material accounting software for which audit feature is enabled, the audit trail facility has been operating throughout the year for all relevant transactions recorded in the software and we did not come across any instance of audit trail feature being tampered with during the course of our audit. As a proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014, the audit trail has been preserved by the company as per the statutory requirements for record retention.
C. With respect to the other matters to be included in Auditors Report in accordance with the requirements of Section197(16) of the Act, as amended, in our opinion and according to the information and given to us, the remuneration paid by the Company its directors during the year is in accordance with the provisions of section 197 of the Act.
2. As required by the Companies (Auditors Report) Order, 2020 ("the Order") issued by the Central Government of India in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the matters specified paragraphs 3 and 4 of the Order, to the extent applicable.
Annexure A to the Independent Auditors Report
Referred to in paragraph 1 (A) (f) under the Report on Other of Legal and Regulatory Requirements section of of even date to the members of Artemis Medicare Services Limited on the Standalone Financial Statements for the year ended March 31, 2026
Report on the Internal Financial Controls with reference to the aforesaid Standalone Financial Statements under Clause (i) of Sub-section Act")
Opinion
We have audited the internal financial controls with reference to Standalone Financial Statements of Artemis Medicare Services Limited ("the Company") as of March 31, 2026, in conjunction with our audit of the Standalone Financial Statements of the Company for the year ended on that date.
In our opinion, to the best of our information and according to the explanations respects, an adequate internal financial controls with reference to Standalone Financial Statements and such internal financial controls with reference to Standalone Financial Statements were operating effectively as at March 31, 2026, based on the criteria for internal financial Standalone Financial Statements established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the "Guidance Note").
Managements Responsibility for Internal Financial Controls
The Companys management and Board of Directors are responsible for establishing and maintaining internal financial explanations controls with reference to Standalone Financial Statements based on the internal financial controls with reference to Standalone Financial Statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating ineffectively for ensuring the orderly and efficient conduct of its business, including adherence to the Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financialinformation, as required under the Companies Act, N500028) 2013 (hereinafter referred to as "the Act").
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls with reference to Standalone
Financial Statements of the Company based on our audit. We conducted our audit in accordance with the Guidance Note and the Standards on Auditing, prescribed under Section 143(10) the Act, to the extent applicable to an audit of internal financial controls with reference to Standalone Financial Statements. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial Statements was established and maintained and whether such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial with reference to Standalone Financial Statements and their operating effectiveness. Our audit of internal financial controls with reference to Standalone Financial Statements included obtaining an understanding of internal financial controls reference to Standalone Financial Statements, assessing the risk that a material weakness exits, and testing and evaluating the design and operating effectiveness of the internal controls based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the risk of misstatement of the Financial Statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls with reference to Standalone Financial Statements.
Meaning of Internal Financial Controls with reference to
Standalone Financial Statements
A companys internal financial controls with reference to Standalone Financial Statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of Financial Statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to Standalone Financial Statements includes those policies and procedures that:
1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the
2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Financial Statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and
3) provide reasonable assurance regarding prevention or of unauthorized acquisition, use, or timely disposition material effect on the Financial Statements. of
Inherent Limitations of Internal Financial Controls with
Reference to Standalone Financial Statements
Because of the inherent limitations with reference to Standalone Financial Statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may with reference to Standalone Financial occur and not be detected. Also, projections of any evaluation of the internal financial controls with reference to Standalone Financial Statements to future periods are subject to the risk that the internal financial controls with reference to controls Financial Statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Annexure B to the Independent Auditors Report on the Standalone Financial Statements of Artemis Medicare Services
Limited for the year ended March 31, 2026
(Referred to in paragraph 2 under the Report on Other Legal and Regulatory Requirements section of our report of even date)
i) In respect of the Companys Property, Plant and Equipment and Intangible Assets:
a. (A) The Company has maintained proper records showing full particulars, including quantitative details and situation Equipment and relevant details of right-of-use assets covered under Ind AS 116, Leases.
(B) The Company has maintained proper records showing full particulars of intangible
b. The Company has a program of verification property, plant and equipment, and right-of-use assets so as to cover all the items at least every 1-2 years, which, in our opinion, is reasonable with regards to the size of the Company and the nature of its assets. Pursuant to the program, all of the Property, Plant and Equipment, were physically verified during the year by the Management. According to the information and explanations given to us, no material discrepancies were noticed in such verification.
c. Based on the examination of the property tax receipts, and conveyance deed provided to us, we report that the title deeds of all the immovable properties land and buildings (other than properties Company is the lessee and the lease agreements are duly executed in favour of the Company) disclosed in the financial statements included in property, plant, and equipment, are held in the name of the Company as at the balance sheet date. Immovable properties of land and buildings, title deeds of which have pledged as security for loans, are held in the name of the Company based on the confirmationsreceived from the Bank.
d. The Company has not revalued any of its Property, Plant and Equipment (including right-of-use assets) and intangible assets during the year. of the grant e. According to the information and explanations to us, no proceedings have been initiated during the year or are pending against the Company as of March 31, 2026, for holding any benami property under the Benami Transactions (Prohibition) amended in 2016) and rules made thereunder.
ii) In respect of the Companys Inventory:
a. The inventories were physically verified year by the Management at reasonable intervals.
In our opinion and according to the information and explanations given to us, the coverage and procedure of such verification appropriate having regard to the size of the Company and the nature of its operations. No discrepancies of 10% or more in the aggregate for each class of inventories were noticed of inventories when compared with books of account. b. According to the information and explanations given to us, the Company has been sanctioned working capital limits in excess of Rs. 5 crores, in the aggregate, from banks, on the basis of security of current assets.
In our opinion and according to the information and explanations given to us, the quarterly cash statements filed by the Company with banks are in agreement with the unaudited books of account of respectiv theCompanyforthe
iii) In respect of the Companys Loans, Investments, guarantee or security, etc.
Based on the books of account examined by us and according to information and explanation given to us, Company has made investments in companies and granted loans to other parties during the a. The Company has provided loans during the year details of which are given below:
| Particulars | Loans | Guarantee |
| A. Aggregate amount granted/provided during the year: | ||
| Subsidiary Company | - | - |
| Other Parties | - | - |
| B. Balance outstanding as at balance sheet date in respect of the above: | ||
| Subsidiary Company | - | 1000.00 |
| Other Parties | - | - |
| * The amounts reported are gross amounts, without considering provisions made. |
b. In our opinion, the investments made and the all the above- terms and conditions mentioned loans provided, during the year are, in our opinion, prima facie, not prejudicial to the Companys interest.
c. In respect of loans granted by the Company, the schedule of repayment of principal has been stipulated and the repayments of principal amounts are regular as per stipulation and no interest is charged based on stipulation in respect thereof.
d. According to information and explanations given to us and based on the audit procedures performed, in respect of loans granted by the Company, there is no overdue amount remaining outstanding as of the balance sheet date.
e. No loan granted by the Company which has fallen due during the year, has been renewed or extended or fresh loans granted to settle the overdue of existing on such physical loans given to the same parties.
f. According to informationandexplanationsgiven to us and based on the audit procedures performed, the Company has not granted any loans either repayable on demand or without specifying any terms or period of repayment during the year. Hence, reportingunder clause (iii)(f) is not applicable.
iv) Compliance with sections 185 and
The Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of loans granted, investments made and guarantees and securities provided, as applicable.
v) Public Deposits
The Company has not accepted any deposits from the public or amounts which are deemed to be deposited within the provisions of Sections 73 to 76 or any other respectofwhich: relevant provisions of the Companies Act 2013 and the Rules framed thereunder. Accordingly, clause 3(v) of the Order is not applicable to the Company.
vi) Cost Records
The maintenance of cost records has been specified the Central Government under section 148(1) of Companies Act, 2013. We have broadly reviewed the books of account maintained by the Company in respect of Health services, namely functioning as or running hospitals pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended, prescribed by the Central Government for maintenance of cost records section 148(1) of the Companies Act, 2013 and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.
vii) In respect of Statutory Dues a. Undisputed statutory dues, including Goods and Service Tax, Provident Fund, Employees State Insurance, Income-tax, Sales Tax, duty of Custom, duty of Excise, Value Added Tax, cess and other material statutory dues applicable to the Company have been generally deposited regularly by it with the appropriate authorities. There were no undisputed amounts payable in respect of Goods and Service tax, Provident Fund, Employees State Insurance, Income-tax, Sales Tax, Service Tax, duty of Custom, duty of Excise, Value Added Tax, cess and other material statutory dues in arrears as at March 31, 2026, for a period of more than six months from the date they became payable. b. According to the information to us and the records of the Company examined by us, there are no statutory dues referred to in subclause (a) above, which have not been deposited on account of any dispute as of March 31, 2026, except the following:
| Name of Statue | Nature of disputed dues | Amount in Rs. lakhs | Period to which it relates | Forum where the dispute is pending |
| Income Tax Act | Income Tax Demand/ Penalty/ Interest | 937.84 | A.Y. 2017-18 | CIT (Appeals) |
| Income Tax | Income Tax Demand/ Penalty/ Interest | 329.57 | A.Y. 2023- 24 | CIT (Appeals) |
viii) Undisclosed Income
According to the information and explanations given to us and the records of the Company examined by us, there were no transactions relating to previously unrecorded income that were surrendered or disclosed as income in the tax assessments under the Income Tax Act, 1961 (43 of 1961) during the year.
ix) Borrowings
a. In our opinion, the Company has not defaulted in the repayment of loans or other borrowings or in the payment of interest thereon to any lender during the year.
b. According to the information and explanations given to us, the Company has not been declared a willful defaulter by any bank or financial government or any government authority.
c. To the best of our knowledge and belief, in our opinion, term loans availed by the Company were, applied by the Company during the year for the purposes for which the loans were obtained.
d. On an overall examination of the financial statements of the Company, funds raised on a short-term basis have, prima facie, not been used during the year for long-term purposes by the Company.
e. The Company has not made any investment in or given any new loan or advances to any of its subsidiaries, associates or joint ventures during the year and hence, reporting Order is not applicable.
f. The Company has not raised loans during the year on the pledge of securitiesheld in its subsidiaries or joint ventures or associate companies, hence reporting and explanationsgiven under clause (ix)(f) of the Order is not applicable.
x) Issue of securities a. The Company did not raise any money by way of initialpublic offer or further public offer (including debt instruments) during the year. Accordingly, clause 3 (x) of the Order is not applicable to the Company.
b. During the year, the Company has issued 1,89,62,247 equity shares on a preferential basis at a price of Rs. 174.03 per share pursuant to the conversion of 33,000 Compulsorily ConvertibleDebentures ("CCDs") of face value of Rs. 1,00,000 (Rupees One Lakh) each The aforesaid CCDs were issued in the earlier year to International Finance Corporation ("IFC"), a qualified institutional buyer, and not belonging to the promoter/promoter group of the Company, by way of a preferential issue on a private placement basis, as approved by the Board of Directors in its meeting dated April 5, 2024. Consequent to such conversion, the CCDs stand fully converted into equity shares in accordance with the terms of issue. In line with the objects of the issue, the funds raised have been utilized to the extent of Rs. 136.89 Crores till March 31, 2026 for the purposes for which they were raised and the balance is parked in fixed deposits with scheduled banks.
xi) Fraud a. To the best of our knowledge and information explanations that no fraud by the Company and no material fraud on the Company has been noticedor reported during the year. b. To the best of our knowledge, no report under subsection (12) of section been filed in Form ADT-4 (as prescribed) under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and up to the date of this report. financial ratios, ageing and expected
c. As represented to us by the Management, there the were no whistleblower complaints received by the Companyduringtheyear. statements and our knowledge of the Board xii) Nidhi Company
The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.
xiii) Related parties
In our opinion, the Company is in compliance with sections 177 and 188 of the Companies Act, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
xiv) Internal Audit a. In our opinion the Company has an adequate internal audit system commensurate with the size and the nature of its business. b. We have considered, the internal audit reports issued to the Company during the year and to date, in determining the nature, timing audit procedure.
xv) Non-cash transactions
In our opinion, during the year the Company has not entered into any non-cash transactions with its directors or persons connected with its directors and hence provisions of section 192 of the Companies Act, 2013 not applicable to the Company.
xvi) Section 45-IA of the
a. The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 Hence, reportingunder clauses (xvi)(a), (b), and (c) of the Order is not applicable.
b. The Group does not have any CIC as part of the group and accordingly reportingunder clause (xvi)(d) of the Order is not applicable.
xvii) Cash loss
The Company has not incurred cash losses during the given by the management, we report financial year covered by our audit and the immediately preceding financial year. xviii)Resignation of statutory auditors
There has been no resignation the Company during the year. Accordingly reporting under 143oftheCompaniesActhas clause (xiii) of the Order is not applicable.
xix) Ability to pay liabilities
Onthebasisofthe dates of realization of financial assets and payment of financial financial of Directors and Management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report indicating capable of meeting its liabilities existing balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.
xx) CSR unspent amount
The Company has fully spent the required amount towards Corporate Social Responsibility (CSR) and there are no unspent CSR amounts for the year requiring a transfer to and extent of our a Fund specifiedin Schedule VII to the Companies Act or special account in compliance with the provision of subsection (6) of section 135 of the said Act. Accordingly, reporting under clause (xx) of the Order is not applicable for the year.
| For T R Chadha & Co LLP | |
| Chartered Accountants | |
| (Firm Registration No.: 006711N/ N500028) | |
| Bank of India Act, 1934 | |
| Place of Signature: Noida | Neena Goel |
| Dated: May 08, 2026 | Partner |
| UDIN: 26057986URBMXH9452 | Membership No. 057986 |
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IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, PMS SEBI Regn. No: INP000002213, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
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