bharat dynamics ltd Auditors report


To the members of BHARAT DYNAMICS LIMITED

Report on the Audit of the Standalone Financial Statements

We are issuing this revised audit report which supersedes our earlier report dated 25.05.2023 with an addition to Emphasis of Matter paragraph concurring to the opinion of the Comptroller and Auditor General of India under Section 143(6)(b) of the Companies Act, 2013.

Opinion

We have audited the accompanying standalone Ind AS financial statements of BHARAT DYNAMICS LIMITED ("the Company"), which comprise the Balance Sheet as at March 31,

2023, and the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Cash Flow Statement for the year then ended, and other explanatory information and a summary of the significant accounting policies and Notes to the standalone Ind AS financial statements (hereinafter referred to as "Standalone Ind AS financial statements").

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Ind AS 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 31st March 2023, and Profit and Other Comprehensive Income, changes in Equity and its Cash Flows for the year ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under Section 143 (10) of the Act. Our responsibilities under those SAs are further described in the Auditors Responsibilities for the Audit of the Standalone Ind AS Financial Statements section of this 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 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 we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key Audit Matters ("KAM") are those matters that, in our professional judgment, were of the most significance in our audit of the standalone Ind AS financial statements of the current period. 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.

Key Audit Matters

How our audit addressed the Key Audit Matter

Revenue Recognition: Sale and Service Contracts:

Principal Audit procedures performed include:

1. We assessed the appropriateness of the revenue recognition policies of the company and whether its adoption is as per the covenants of the applicable accounting standards.

The principal products of the Company comprise defense equipment where the sale is concluded after inspection by or on behalf of the customer and after acceptance at its facility.

2. We evaluated the design of key controls and operating effectiveness of the relevant key controls with respect to revenue recognition on selected transactions.

Revenue is thus recognised after such inspection and when customer obtains control of the goods. We identified revenue recognition as a key audit matter because

3. We performed substantive testing by selecting samples of revenue transactions, recorded during the year by testing the underlying documents.

a. The Company and its external stakeholders focus on revenue as a key performance indicator.

4. We tested the revenue transactions recorded nearer to the financial year end date by verifying the underlying documents to determine whether the revenue had been recognized in the appropriate financial period.

b. Such focus creates an incentive for revenue to be overstated or recognised before control has been transferred.

5. We tested the assumptions made by the management in determining full or proportionate revenue recognition in respect of service contracts (job works and repairs & overhauls) by verifying appropriate evidence.

c. In a few cases revenue has been recognized but goods are in the possession of the company based on the instructions of the customer. Application of the principle of "bill and hold" required examination.

6. Recognition of unbilled revenue were validated with milestone achievements with reference to contract terms.

d. There are performance obligations which do not relate to core activity of the company but form part of the deliverables under Sale Contracts. In such cases time of recognition of performance obligation is a complicated subject.

7. The levy of Liquidated damages were validated with reference to the contracts and effective delivery dates.

8. The "bill and hold" principles adopted by the company were validated with the paper trails available with the company. ( p (jll&d, 1 rYtWaml

Thus revenue recognition is a Key Audit Matter Refer:

9. Satisfaction of performance obligations and recognition of revenue in respect of goods that are not the core product of the company, were examined in context to the overall sale contract.

Note Nos. 30, 38(11), 38(20) and Item No.3 of Accounting Policy.

Our audit approach did not reveal any noncompliance with the companys declared accounting policies, GAAP and Ind AS.

Inventories:

Principal Audit procedures performed include:

Audit of Inventories comprise

1. System and internal controls are evaluated to ensure that there are no recording delinquencies with respect to time of recording, quantity recorded, and item recorded.

a. Physical verification
b. Confirmation of third party holdings
c. Valuation
d. Redundancies - Recognition and reversal

2. Applied audit procedures to validate the physical availability of the inventories as supported by physical verification reports of the management teams.

Inventories held by the company are custom made, sensitive and of high value. The holding period is also high in tune with the long time windows taken for order execution.

3. Applied principles of roll back and roll over for few inventories to validate the year end holding.

The nature of activity of the company and the order execution timelines are spread over several years. This results in dated inventories but not redundant considering ongoing the production activity.

4. Perused third party confirmations and matched with the companys records. Variances if any, are reduced from inventory values.

5. Sample checking of valuation methodology by the system was done through manual validation for the material portion of the inventory.

The application of declared policy on redundancy and its appropriateness therefore needs to be checked.

6. Methodology of loading actual overheads to the inventory values were validated and confirmed to be in tune with costing principles.

The focus on inventories is thus significant in the audit process and a Key Audit Matter.
Please refer Note No.10 and Accounting Policy No.7

7. The policy of recognizing redundancy of materials (Accounting policy no 7.4.) and Managements override of such policy was_ tested with appropriate evidence^Ijs; conform that such policies as well as the override are reasonable and in tune with industry conditions.

Our audit approach did not reveal any noncompliance with the companys declared accounting policies, GAAP and Ind AS.
Recognition-Property, Plant and Equipment and

Principal Audit procedures performed include:

Capital Work in progress
a) The process of capitalization of an asset encompasses several stages such as placing of work orders, receipt, inspection, getting site ready, installation, trial runs and decision on date of commercial operations. In some instances procurement in components leading to a whole asset, would lead to different time periods in the process.

Understanding the process of initiating, approving and issue of purchase/work orders

Method followed in capturing the relevant direct and indirect costs for capitalization through the accounting software and fixed asset module

Procedure for determining date of capitalization and useful life of the project/asset/component with communications/certificates from user departments.

b) In cases of buildings the process would involve inspection for each stage of completion and approval of running bills from contractors. In some cases the cost of an asset may not be captured correctly in the first instance since inspection and approval of bills may be done after COD.

Performed detailed testing of project/ asset/ component capitalized during the year

Ensured adequate disclosures as per Ind AS

c) The processes in a) & b) above need to be properly translated in books of accounts ensuring correct costs (both direct and indirect costs) are capitalized at the correct date under correct asset classification.

The company has capitalized Rs 6,806.35 lakhs of Tangible Assets and Rs 1,223.40 lakhs of Intangible assets during the reporting period.

Our audit procedures as detailed above has not revealed any incorrect capitalization or inadequate disclosures

d) In cases where the asset purchases/ projects are spread over more than one financial year the recognition of Capital WIP with proper costs is essential.
The validation of various parameters of capitalization such as timing, cost, useful life, classification and depreciation rate is an area of higher risk of mis-statements. The compliance with Indian accounting standards also poses a significant audit risk.
Hence it is considered as a Key Audit Matter, Refer Note Nos. 1 & 5 and Accounting Policy No.ll.

Emphasis of Matter

We draw attention to Note 38(25) to the standalone financial statements regarding ifnpact on the companys operation due to the ongoing Russia-Ukraine war.

We draw attention to Note: 38 (27) regarding the impact on the financials due to change in Accounting Policy on Customer Financed assets.

We draw attention to Note No 38(7) to the standalone financial statements:

The Company holds inventory valued at Rs 8,350.75 lakhs as at 31.03.2023 that was procured for certain orders. These orders were short closed by the customer. The company holds advance from customer of Rs 36,234.42 lakhs relating to such orders. The inventories are nonmoving for more than five years. As per companys accounting policy redundancy provision is to be recognised for inventory which are non-moving for more than five years. No redundancy provision is recognised for these inventories.

The company contends that the customer has impliedly agreed to take over the inventory against the advance which is sufficient to cover the value of inventory. Hence no loss would be incurred by the company on this account and no redundancy provision is therefore considered necessary. There is no explicit term in the sale contracts to set-off the advance to the value of inventory.

Our opinion is not modified in respect of the above matter.

Information other 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 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 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.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to repopf^i^. this regard. / ?(FR

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

The Companys 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, 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) prescribed under Section 133 of the Act read with relevant rules issued thereunder.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and the estimates that are reasonable and prudent; and the 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 Ind AS 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 and Board of Directors are 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. Board of Directors are responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an 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 mairtw$^

professional skepticism throughout the audit. We also: 0 r

I *

• 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 controls.

• Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial control with reference to standalone financial statements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of managements use of the going concern basis of accounting in preparation of Standalone Financial Statements and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the standalone Ind AS 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 conditions may cause the Company to cease to continue as a going concern.

• 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.

Materiality is the magnitude of misstatements in the standalone Ind AS financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider^ quantitative materiality and qualitative factors (i) in planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identif,(Mj-/J

misstatements in the financial statements. I Vf"j

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We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding Independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our Independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone Ind AS 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. As required by the Companies (Auditors Report) Order,2020 ("the Order"), issued by the Central Government in terms of sub-section (11) of Section 143 of the Act, we give in Annexure A, a statement on the matters specified in Paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required under Section 143(3) of the Act, 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 Other Comprehensive Income, the Statement of Changes in Equity and Cash Flow Statement dealt with this Report are in agreement with the books of account.

d) In our opinion, the aforesaid Standalone Ind AS financial statements comply with the Indian Accounting Standards prescribed under Section 133 of the A?t-~- and the Rules made thereunder.

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e) In terms of Notification no. G.S.R.463(E)dt. 05.06.2015 issued by Ministry of Corporate Affairs, the provision of Section 164(2) of the Companies Act, 2013 in respect of disqualification of Directorate not applicable to the Company.

f) With respect to adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate report in Annexure B;

g) With respect to Directions issued by the Comptroller and Auditor General of India under Section 143 (5) we give our report in Annexure C:

h) The provisions of Section 197 are not applicable to this government company (in terms of MCA Notification NO.GSR 463 (E) dated 05th June 2015) as the managerial remuneration is paid as per the appointment letter from the Government of India, and

i) With respect to the other matters to be included in the Auditors 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 does not have any pending litigations which would impact its financial position, except litigations with respect to taxation matters.

The financial impact of such litigations are disclosed in Para 7(c) of Annexure A to this report.

ii) The company does not have any long-term contracts requiring a provision for material foreseeable losses.

iii) The company does not have any amounts required to be transferred to the Investor Education and Protection Fund

iv) The management has represented that, to the best of its knowledge and belief that no funds have been advanced to or in any other persons or entities, including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

v) The management has represented that, to the best of its knowledge and

belief that the company has not received any funds from any persons or

entities, including foreign entities ("Funding Parties") with the

understanding, whether recorded in writing or otherwise, that the

company shall, whether, directly or indirectly, lend or invest in otbw^^

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persons or entities identified in any manner whatsoever by or on behalfgfF—— the Funding Party ("Ultimate Beneficiaries") or provide any guararttd^Wj^

security orthe like on behalf of the Ultimate Beneficiaries other than those disclosed in the notes to accounts

vi) Based on the audit procedures that we considered reasonable and appropriate in the circumstances, nothing has come to our notice that that has caused us to believe that the representations under sub clause(iv) and

(v) contain any material mis-statement.

vii) a. 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 Companies Act 2013

b. The interim dividend declared and paid by the Company during the year and until the date of this audit report is in accordance with section 123 of the Companies Act 2013.

c. As stated in Note No. 38(9) to the 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 declaration of dividend.

viii) The reporting requirement on whether the company has used such accounting software that has a feature of recording audit trail is made applicable from the financial years commencing on or after 1st April 2023 and hence not applicable to the year under report.

ANNEXURE-A TO THE INDEPENDENT AUDITORS REPORT

Referred to in Paragraph 1 under "Report on Other Legal and Regulatory Requirements" section of our report to the Members of Bharat Dynamics Limited

i) (a) (A) The Company is maintaining proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment.

(B) The Company is maintaining proper records showing full particulars of intangible assets.

(b) The Company has a regular program of physical verification of its Property, Plant and Equipment by which all Property, Plant and Equipment are verified in a phased manner over a period of five years. In our opinion, this periodicity of physical verification is reasonable having regard to the size of the Company and nature of its business. Pursuant to the program, certain Property, Plant and Equipment were physically verified by the Management during the year. In our opinion, and according to the information and explanations given to us, no material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us and on the basis of our examination of records of the Company, the title deeds of immovable properties disclosed in the financial statements are held in the name of the Company, except in respect of the following properties

(Values in Rs Lakhs)

Description of property

Gross

carrying

value

Held in name of

Whether promoter, director or their relative or employee

Period

held-

indicate

range,

where

appropriate

Reason for not being held in name of company*

Land at Ibhrahimpatnam (632 Acres 16.50 Guntas)

7965.16

TSIIC

NO

16-02-2017

In the process of registration.

Land at Kanchanbagh (146 Acres 32 Guntas)

28.42

DMRL

NO

19-10-1972

Pursuing with authorities for incorporation in revenue records

Land at Kanchanbagh (5 Acres 1 Gunta)

0.97

DMRL

NO

19-10-1972

Pursuing with authorities for incorporation in revenue records

(d) In our opinion and according to the information and explanations given to us, the company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets or both during the year.

(e) In our opinion and according to the information and explanations given to us, no proceedings have been initiated or are pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made there under.

ii) (a) The inventory has been physically verified by the management during the year

including inventories that are in the possession of sub-contractors and other third parties. In our opinion the frequency of such verification is reasonable, the coverage and procedure of such verification by the management is appropriate. The company has maintained proper records of inventory. The discrepancies noticed on such physical verification between physical stock and book records have been properly dealt with in the books of accounts.

(b) According to the information and explanation given to us, the company has availed non-funded working capital limits from Union Bank of India and State Bank of India aggregating to Rs.600 crores and is sanctioned secured overdraft facility of Rs 1,500 lakhs from Union Bank of India. The audited/ Limited Review Financial Statements are submitted to the banks as and when sought for by them. Such statements are in agreement with books of accounts.

iii) According to the information and explanations given to us, the Company has not made investments in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured to companies, firms, limited liability partnerships or any other parties. Accordingly, the paragraphs 3(iii) (a), (b),

(c) , (d), (e) and (f) of the order are not applicable to the company

iv) The company being a Government company, the provisions of Section 185 and 186 of the Companies Act, 2013 in respect of loans, investments, guarantees, and security, are not applicable.

v) According to the information and explanations given to us, the Company has not accepted any deposits during the year and hence compliance with the directives issued by the Reserve Bank of India and the provisions of Section 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014, as amended with regard to acceptance of deposits are not applicable to the Company.

vi) According to the information and explanations given to us, the Central Government has specified maintenance of Cost Records by the Company under Section 148 (1)

(d) of the Companies Act, 2013. We have broadly reviewed these records and are of ,

the opinion that prima facie, the prescribed accounts and records are made andf^

maintained. However, we have not carried out any detailed examination of the ^osf/:

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records with a view to determine whether they are accurate or complete. j ru

vii) (a) According to the information and explanations given to us and on the basis of examination of books of accounts and records the company has been generally regular in depositing undisputed statutory dues including Goods and Services Tax, provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and all other statutory dues to the appropriate authorities except the following. The demands relating to TDS credit mismatch under Income Tax Act, 1961 outstanding as at the last date of the financial year 2022-23 and provided in table below are due for more than six months from the date they became due.

Name of the Statute

Nature of Dues

Amount in Rs Lakhs

Period to which the amount relate

Due

date

Date of Payment

Income Tax Act, 1961

TDS Credit Mismatch

645.86

AY 19-20

NA

Not paid

Income Tax Act, 1961

TDS Credit Mismatch

732.80

AY 21-22

NA

Not Paid

(b) Thefollowing table provides the statutory dues referred to in sub-clause (a) which have not been paid on account of disputes, the amounts involved and the forum where dispute is pending:

(Value in Rs Lakhs)

SI.

No.

Name of the Statute

Nature of Dues

Disputed

amounts

Period to which the amounts relate

Forum where dispute is pending

1

Central Sales Tax Act

Central Sales Tax

5,550.83

2011-12

Writ Pending with High Court, Hyderabad

2

Central Sales Tax Act

Central Sales Tax

5,024.27

2012-13

Writ Pending with High Court, Hyderabad

3

Central Sales Tax Act

Central Sales Tax

4,266.81

2013-14

Writ Pending with High Court, Hyderabad

4

Central Sales Tax Act

Central Sales Tax

6,468.12

2014-15

Writ Pending with High Court, Hyderabad

5

Excise Duty Act,

Interest

5,306.33

2015-16 to 2017-18

Appeal pending with CETSTAT, Hyderabad

6

Finance Act, 1994

Service Tax

1,883.80

2015-16 to 2017-18

Appeal pending with CETSTAT, Hyderabad

7

Income Tax Act, 1961

Income Tax

94.36

2018

2019

Appeal filed on 29.04,2021" with National AssessmentCentra ./FRN:

TOTAL

28,594.52

Note: Against the Disputed amounts in item 1 & 6 the company has paid taxes undei protest amounting to Rs 693.85 lakhs and Rs 128.43 lakhs respectively and Rs. 94.36 lakhs in respect of SI. No. 7 was recovered by the department out of refunds due.

Stay against the demands for items No 1 to 4 granted by the Honourable High Court Hyderabad.

viii) In our opinion and according to the explanations given to us, no transactions that are not recorded in the books of accounts have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

ix) (a) According to the information and explanations given to us, we are of the opinion that the Company has not defaulted in the repayment of loans to banks, or other borrowings or in the payment of interest thereon to any lender.

(b) According to the information and explanations given to us, the company has not been declared as a willful defaulter by any bank or financial institution or other lender.

(c) The company has not received any term loans during the financial year under report.

(d) The funds raised on short term basis have not been utilized for long term purposes;

(e) The company does not have subsidiaries, associates, associate companies or joint ventures;

x) (a) The Company did not raise any money by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, paragraph 3(x)(a) of the order is not applicable to the company.

(b) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures (fully, partially or optionally convertible) during the year. Accordingly, paragraph 3(x)(b) of the order is not applicable to the company.

xi) (a) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud on the Company has been noticed or reported during the year.

(b) No report under sub- section (12) of section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.

(c) ln our opinion and according to the explanation given to us, no whistle-blower

complaints were received by the company during the year /

xii) (a) According to the information and explanations given to us, in our opinion, tb&$? Company is not a Nidhi Company as prescribed under Section 406 of the Act. / (jf

1 vi"

Accordingly, paragraph 3(xii) (a), (b) and (c) of the Order is not applicable to the Company.

xiii) According to the information and explanations furnished to us, and based on our examination of books and records, we are of the opinion that all transactions with related parties are in compliance with Sections 177 and 188 of the Companies Act, 2013 where applicable and details have been disclosed in the standalone financial statements as per applicable Accounting Standards.

xiv) (a) The company has an internal audit system commensurate with the size and nature of its business.

(b) All the reports of the Internal Auditors relating to the financial year 2022-23 and received up to the date of this report, were considered by the Statutory Auditor:

xv) In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transactions with its directors or persons connected with them during the year and hence provisions of Section 192 of the Companies Act, 2013 are not applicable.

xvi) (a) The Company is not required to be registered under Section 45-1A of the Reserve Bank of India Act 1934 (2 of 1934).

(b) The company has not conducted any Non-Banking Financial or Housing Finance activities;

(c) The company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India;

(d) The company does not belong to any group.

xvii) The company has not incurred cash losses in the financial year and in the immediately preceding financial year.

xviii) There has been no resignation of the statutory auditor during the year.

xix) In our opinion, and according to the explanation given to us, and on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge of the Board of Directors and management plans, we are of the opinion that no material uncertainty exists as on the date of the audit report and that the company is capable of meeting its liabilities existing at the date of Balance Sheet as and when they fall due within a period of one year from the Balance Sheet date.

xx) (a) In our opinion and according to the explanation given to us, the company does not

have any unspent CSR amount in respect of other than ongoing projects at the end of the year. Hence no amount is transferred to Fund specified under schedule Vl:/fr^ respect of other than ongoing projects. /

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(b) In our opinion and according to the explanation given to us, the company does not have any unspent CSR amount in respect of ongoing projects at the end of the year. Hence no amount is transferred to Fund specified under schedule VII in respect of ongoing projects.

xxi) The company does not have subsidiaries, associates or joint ventures and hence the requirement of consolidated financial statements does not arise.

Place: Hyderabad

For G.Natesan and Co

Date: 28.06.2023

Chartered Accountants

FRN 002424S

CA K Murali Partner M.No: 024842

UDIN :23024842BGXAJU3985

ANNEXURE-B TO THE INDEPENDENT AUDITORS REPORT

Referred to in Paragraph 2 (g) under "Report on Other Legal and Regulatory Requirements" section of our report to the Members of Bharat Dynamics Limited

Report on the Internal Financial Controls with reference to Financial Statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013

We have audited the Internal Financial Controls with reference to Financial Statements of Bharat Dynamics Limited (the Company) as at March 31, 2023 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Managements Responsibility:

The Companys Management is responsible for establishing and maintaining Internal Financial Controls with reference to Financial Statements based on the internal financial control over financial reporting criteria established by the Company considering the essential components of control stated in the "Guidance Note on Audit of Internal Financial Controls over Financial Reporting" issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate Internal Financial Controls with reference to Financial Statements that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Companys policies, the safeguarding of its assets, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditors Responsibility:

Our responsibility is to express an opinion on the Companys Internal Financial Controls with reference to Financial Statements based on our audit. We conducted our audit in accordance with the "Guidance Note on Audit of Internal Financial Controls over Financial Reporting" (Guidance Note) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of Internal Financial Controls with reference to 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 Controls with reference to Financial Statements was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the

Internal Financial Controls with reference to Financial Statements and their operating

effectiveness. Our audit of Internal Financial Controls with reference to Financial Statemep?

included obtaining an understanding of Internal Financial Controls with reference to Finanstej/"

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Statements, assessing the risk that material weakness exists, and testing and evaluating the design and operating effectiveness of internal financial control based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement 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 Financial Statements.

Meaning of Internal Financial Controls with reference to Financial Statements:

A companys internal financial control with reference to 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 control with reference to 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 assets of the company; (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 expenditure 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 timely detection of unauthorized acquisition, use or disposition of the companys assets that could have material effect on the financial statements.

Inherent Limitations of Internal Financial Controls with reference to Financial Statements

Because of the inherent limitations of Internal Financial Controls with reference to Financial Statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the Internal Financial Controls with reference to Financial Statements to future periods are subject to the risk that the Internal Financial Controls with reference to Financial Statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion and to the best of our information and explanations given to us, the Company has, in all material respects, adequate Internal Financial Controls with reference to Financial Statements and such Internal Financial Controls with reference to Financial Statements were operating effectively as at March 31, 2023, based on Internal Financial Controls with reference to Financial Statements criteria established by the Company considering the essential components of internal control stated in "Guidance Note on Audit of Internal Financial Controls over Financial Reporting " issued by the Institute of Chartered Accountants of India.

Place: Hyderabad

For G.Natesan and Co

Date: 28.06.2023

Chartered Accountants

FRN 002424S

CAKMurali Partner M.No=024842

UDIN :23024842BGXAJU3985

ANNEXURE-C TO THE INDEPENDENT AUDITOR?S REPORT

Referred to in Paragraph 2 (f) under "Report on Other Legal and Regulatory Requirements" section of our report to the Members of Bharat Dynamics Limited

Report on the directions under sub-section 5 of Section 143 of the Companies Act, 2013

According to the information and explanations furnished to us and based on audit of the accounts of Bharat Dynamics Limited for the year ended 31.03.2023, we report hereunder on the directions given by the Comptroller and Auditor General of India.

Direction

Report

Impact

Whether the company has system in place to process all the accounting transactions through IT System? If yes, the implications of processing of accounting transactions outside IT system on the integrity of the accounts along with the financial implications, if any may be stated

According to the information and explanations furnished to us and based on our examination of books of accounts, we are of the opinion that the company has necessary system in place to process all the accounting transactions through IT System. We have not come across any instance where any accounting transactions were processed outside the IT System during the year

Nil

Whether there is any restructuring of an existing loan or cases of waiver/write off of debts/loans/interest etc. made by a lender to the company due to the companys inability to repay the loan? If yes, the financial impact may be stated.

Based on our examination of books of accounts, we are of the opinion that there are no such cases of restructuring of an existing loan or cases of waiver/write off of debts/loans/interest etc. made by a lender to the company due to the companys inability to repay the loan during the year.

Nil

Whether funds received/receivable for

Based on the examination of the books of accounts and

Ni

specific schemes from Central/State agencies were properly accounted for/utilized as per its term and conditions? List the cases of deviation.

records of the Company, the company has not received any funds from Government Agencies for specific schemes during the financial year 2022-23. In respect of such funds received in preceding years, their accounting is proper and their utilisation is as per terms and conditions of the relevant schemes.