Brigade Enterprises Ltd Auditor Reports

To the Members of Brigade Enterprises Limited

Report on the Audit of the Standalone Financial Statements

Opinion

1. We have audited the accompanying standalone financial statements of Brigade Enterprises Limited (the Company), which comprise the Standalone Balance Sheet as at 31 March 2025, the Statement of Standalone Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Cash Flow and the Standalone Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including material accounting policy information and other explanatory information.

2. In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of the reports of the other auditor as referred to in paragraph 16 below, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (the Act) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2025, its profit (including other comprehensive income), its cash flows and the changes in equity for the year ended on that date.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of 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 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 together with the audit evidence obtained by the other auditor, in terms of their reports referred to in paragraph 16 of the Other Matter section below is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter

4. We draw attention to Note 34(c)(i) to the standalone financial statement, in connection with ongoing legal proceedings with respect to certain outstanding land advances. Based on legal assessment of the matter, the management has considered these advances as good and recoverable.

Our opinion is not modified in respect of this matter.

Key Audit Matters

5. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

6. 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. Revenue recognition for sale of real estate property
Refer note 2.2(h)(i) and 24 to the accompanying standalone financial statements for the material accounting policy information on revenue recognition for sale of real estate property and related disclosures.	Our audit procedures on revenue recognised from sale of real estate property included, but were not limited to, the following:
The Company applies Ind AS 115, Revenue from Contracts with Customers (Ind AS 115) for recognition of revenue from sale of real estate property including revenue from joint development agreements.	• Evaluated the appropriateness of accounting policy for revenue recognition on sale of real estate property in terms of principles enunciated under Ind AS 115;
Revenue is recognised upon transfer of control of residential/commercial units to customers for an amount which reflects the consideration the Company expects to receive in exchange for those units. The transfer of control for the said revenue stream is determined to be earlier of either:	• Understood the revenue recognition process, evaluated the design and implementation, and tested the operating effectiveness of key controls over revenue recognition including determination of satisfaction of performance obligations as per Ind AS 115 and of fair value of construction service provided under the JDAs;
• on legal registration of the units; or	• Inspected, on a sample basis, underlying customer contracts, occupancy certificate, receipt of consideration, registered sale deed/ handover documents, as the case may be, evidencing the transfer of control of the residential/ commercial units to the customer based on which revenue is recognised at a point in time;
• on grant of unconditional physical possession of the units to the Customer	• For projects executed during the year as per JDAs, we have performed the following additional procedures on a sample basis:
For revenue contracts forming part of joint development arrangements (JDA) that are not jointly controlled operations and where the land owner is identified as a customer for the Company, the revenue from the construction services is measured at the fair value of the estimated construction service rendered by the Company to the land owner under the JDA. Such revenue is recognised over time in accordance with the requirements of Ind AS 115.	- Inspected the JDAs entered into by the Company, including addendums thereto, and identified the performance obligations under such contracts. Further, compared the ratio of constructed area/ revenue sharing arrangement between the Company and the landowner as mentioned in the agreement to the computation statement prepared by the management;
The above assessment requires significant judgment in determining when control of the real estate property is transferred to the customer. Further, for projects executed through JDA, significant estimate is undertaken by management for determining the fair value of the estimated construction service.	- Obtained and examined the computation of the fair value of the construction service under JDA with reference to project cost estimates and profit mark-up considered by the management in such computation;
Considering the significance of management judgements and estimates involved and the materiality of amounts involved, aforementioned revenue recognition is identified as a key audit matter for current years audit.	- Tested the computation for recognition of revenue over time for revenue contracts forming part of JDA and managements assessment of stage of completion of projects and project cost estimates.
	• Assessed the adequacy of disclosures included in the standalone financial statements in compliance with the requirements of Ind AS 115.

 

Key audit matter	How our audit addressed the key audit matter
2. Assessment of the recoverability of the carrying value of Investment property including investment properties under development and related fair value disclosures
Refer note 2.2(b) and 4 & 5 to the accompanying standalone financial statements for the accounting policy information on Investment property including investment property under development and related disclosures.	Our audit procedures in assessing the recoverability of the carrying value of the investment properties including investment properties under development and related fair value disclosures included, but were not limited to, the following:
As at 31 March 2025, the carrying value of the Investment property is 5 130,835 lakhs and investment property under development is 5 145,333 lakhs. The carrying value of the investment property is carried at cost less accumulated depreciation and accumulated impairment loss, if any. The Company is also required to disclose the fair value of the investment properties in accordance with the requirements of Ind AS 40, Investment Property (Ind AS 40).	• Obtained an understanding from the management with respect to its process of determination of carrying value of investment properties including investment properties under development and related fair value disclosures, including assumptions used and estimates made by the management in determining whether any impairment indicators exist and related fair valuations;
For investment properties where any impairment indicators are identified, the management performs an impairment testing by estimating the recoverable amounts, being higher of the fair value less costs of disposal and value-in-use. in accordance with the principles of Ind AS 36, Impairment of Assets (Ind AS 36).	• Evaluated the appropriateness of accounting policies with respect to initial recognition and subsequent measurement of investment properties;
The management determines value-in-use using discounted cash flow method, which requires management to make significant estimates and assumptions relating to project cash flows, long-term growth rate and selection of appropriate discount rates. The management determines the fair value of the investment properties using the principles of Ind AS 113, Fair value measurement (Ind AS 113) with the help of external valuation experts, which also requires management to make significant estimates and assumptions relating to the valuation methodology and other inputs used in the valuation model adopted, based on factors such as prevailing and expected future market conditions, and the individual nature, condition and location of each property.	• Evaluated the design and implementation, and tested the operating effectiveness of internal controls related to subsequent measurement and disclosures in respect of investment properties;
Considering the materiality of the amounts involved and significant degree of judgement and subjectivity involved in the valuation and key assumptions used in determining the fair value/ value-in-use, we have determined assessment of recoverability of the carrying value of investment properties including investment properties under development and related fair value disclosures, as a key audit matter for current years audit.	• Verified on test check the basis, the underlying property documents and other records for determination of the Companys right over the properties;
	• Evaluated the Companys use of inputs and assumptions in future cash flow projections for the purpose of value-in-use computation and fair valuations with respect to revenue and cost growth trends for reasonableness thereof, basis our understanding of the business;
	• Evaluated the competence and objectivity of the external specialist involved by the management, if any, in fair valuation of investment properties;
	• Engaged auditors valuation experts to assess appropriateness of the valuation methodology applied and the reasonableness of the valuation assumptions used including discount rate and long-term growth rates;
	• Performed sensitivity analysis on these key assumptions to assess the degree of estimation uncertainty involved in the estimates; and
	• Assessed the adequacy and appropriateness of disclosures made by the management in the standalone financial statements in accordance with the accounting standards.

 

Key audit matter	How our audit addressed the key audit matter
3. Assessing the recoverability of carrying value of Inventories, advances paid towards land procurement and deposits paid under joint development arrangements (‘JDAs)
Refer note 2.2(f), 2.2(g), and 11, 10 & 9 to the standalone financial statements for accounting policy information on inventories, advances paid towards land procurement and deposits paid under JDAs (financial asset) and related disclosures.	Our audit procedures in assessing the recoverability of carrying value of the inventories, land advances and deposits paid under JDA included, but were not limited to the following:
As at 31 March 2025, the carrying value of the inventory is 5 488,656 lakhs, land advances is 5 5,352 lakhs and refundable deposits paid under JDA is 5 33,432 lakhs, represents a significant portion of the Companys total assets.	• Evaluated the appropriateness of accounting policies with respect to inventories, land advances and deposits paid under JDAs as per the principles of applicable accounting standards;
The inventories are carried at lower of cost and net realisable value (NRV). The determination of the NRV involves estimates based on prevailing market conditions, estimated future selling price, cost to complete projects and selling costs.	• Evaluated the design and implementation, and tested the operating effectiveness of internal controls related to recoverability assessment of inventory, land advances and deposits paid under JDAs;
Advances paid by the Company to the seller/ intermediary towards outright purchase of land is recognised as land advance disclosed under other current/non-current assets until the legal title is transferred to the Company, whereupon it is recognised as land stock under Inventories. Further, deposits paid under JDAs are in the nature of non-refundable/refundable deposits made by the Company for acquiring the related development rights under such JDAs. On the launch of the project, the non-refundable amount is transferred as land cost to work-in-progress.	• Understood and reviewed key assumptions used by the management in determination of the net recoverable value;
The aforesaid deposits and advances are carried at the lower of the amount paid/payable and net recoverable value, which is based on the managements assessment of the expected dates of commencement and completion of the project, and the estimate of sale prices and construction costs related to such projects.	• For inventory balance:
We identified the assessment towards recoverability of carrying value of inventory, land advances and deposits paid under JDA as a key audit matter due to the significance of the balance to the standalone financial statements as a whole and the involvement of estimates and judgement in the assessment.	- Compared the NRV to recent sales made of units of the project or to the estimated selling price;
	- Compared the estimated construction costs to complete each project with the Companys updated budgets; and
	• For land advances/ deposits paid under JDA:
	• Obtained an update on the status of the land acquisition/ project progress from the management and verified the underlying documents for related developments and expected recoverability of advances paid on test check basis;
	• Carried out external confirmation procedures on sample basis to obtain evidence supporting the carrying value of land advance and deposits paid under JDA.
	• Assessed the adequacy of disclosures included in the standalone financial statements in compliance with the applicable accounting standards.

 

Key audit matter	How our audit addressed the key audit matter
4. Assessment of the recoverability of Investments in and	loans given to subsidiaries
Refer note 2.2(s)(xii), 2.2(t) and 7 & 8 to the accompanying standalone financial statements for material accounting policy information on impairment for Investments in and loans given to subsidiaries and for related disclosures.	Our audit procedures in assessment of recoverability of investments in and loans given to subsidiaries included, but were not limited to, the following:
As at the balance sheet date, the carrying amount of investment in and loans given to subsidiaries amount to 5 241,491 lakhs and 5 65,582 lakhs represents a significant portion of the Companys total assets as on such date, respectively.	• Assessed the appropriateness of the Companys accounting policy as per the principles of applicable accounting standards;
The recoverability of the above-mentioned balances is dependent on the operational performance of the subsidiaries. At each reporting date, management regularly reviews whether there are any indicators of impairment as per Ind AS 36, Impairment of Assets (Ind AS 36) and a possible increase in credit risk with respect to loans as per the principles of Ind AS 109, Financial Instruments.	• Obtained an understanding of the management process and controls implemented by the Company for identification of possible impairment indicators and determining impairment in the value of investment in / loans recoverable from subsidiaries, and evaluated the design and implementation, and tested the operating effectiveness of such controls;
The Management has assessed the recoverability of the said investment and loans, by carrying out a valuation of the underlying investment properties of certain subsidiaries with the help of an external valuation expert using discounted cash flow method and estimation of projected cash flow from the ongoing real estate projects, which requires management to make significant estimates and assumptions relating to forecast of future business performance and selection of the discount rates to determine the recoverable value to be considered for impairment testing of the carrying value of the investment.	• Assessed the financial condition of entities to whom loans were granted by inspecting the most recent audited financial statements of such entities;
Considering the materiality of amounts, complexities and judgement involved, and significant auditor attention required to test the management assessment, we have identified this as a key audit matter for current year audit.	• Performed inquiries with management on the project status and future business plans of entities in which investments were made and loans were granted to evaluate their recoverability;
	• Assessed the competence and objectivity of managements expert involved by the management in determining the fair value of the underlying investment properties in the subsidiary companies;
	• Assessed the valuation methodology and valuation assumptions used by managements expert to estimate the recoverability of investment with the help of auditors valuation experts;
	• Evaluated the appropriateness of assumptions applied in determining key inputs such as discount rate and growth rates, based on our knowledge of the business and relevant external market conditions;
	• Tested mathematical accuracy of the projections and applied independent sensitivity tests to the key assumptions mentioned above to consider the impact of estimation uncertainty; and
	• Assessed the appropriateness and adequacy of disclosures made by the management in the standalone financial statements in accordance with applicable accounting standards.

Information other than the Standalone Financial Statements and Auditors Report thereon

7. The Companys Board of Directors are responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the standalone financial statements and our auditors report thereon. The Annual Report is expected to be made available to us after the date of this auditors report.

Our opinion on the standalone financial statements does not cover the other information and we 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 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 Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

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

8. The accompanying standalone financial statements have been approved by the Companys Board of Directors. The Companys Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect to the preparation and presentation of these standalone 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 Ind AS specified under Section 133 of the Act and other accounting principles generally accepted in India. 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.

9. 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 the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

10. The Board of Directors is also responsible for overseeing the Companys financial reporting process.

Auditors Responsibilities for the Audit of the Standalone Financial Statements

11. 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 Standards on Auditing 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.

12. As part of an audit in accordance with Standards on Auditing, specified under Section 143(10) of the Act we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;

• Obtain an understanding of internal 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 adequate internal financial controls 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 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 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 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 financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation; and

• Obtain sufficient appropriate audit evidence regarding the business activities and financial statements of the Company which includes financial information of its limited liability partnership (LLP), to express an opinion on the standalone financial statements. We are responsible for the direction, supervision and performance of the audit of financial statements of the Company, of which we are the independent auditors. For the other LLP included in the standalone financial statements, which have been audited by the other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.

13. 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.

14. 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.

15. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

16. The standalone financial statements include the Companys share in the net profit (including other comprehensive income) of 5 418 lakhs for the year ended 31 March 2025, in respect of one LLP, whose financial statements have not been audited by us. The financial statements has been audited by the other auditor whose report has been furnished to us by the management, and our opinion on the standalone financial statements, in so far as it relates to the amounts and disclosures included in respect of this LLP, and our report in terms of sub-section (3) of Section 143 of the Act in so far as it relates to the aforesaid LLP, is based solely on the report of such other auditor.

Our opinion above on the standalone financial statements, and our report on other legal and regulatory requirements below, are not modified in respect of the above matter with respect to our reliance on the work done by and the report of the other auditor.

17. The standalone financial statements of the Company for the year ended 31 March 2024 were audited by the predecessor auditor, S.R. Batliboi & Associates LLP, who have expressed an unmodified opinion on those standalone financial statements vide their audit report dated 28 May 2024.

Report on Other Legal and Regulatory Requirements

18. As required by Section 197(16) of the Act based on our audit, we report that the Company has paid remuneration to its directors during the year in accordance with the provisions of and limits laid down under Section 197 read with Schedule V to the Act.

19. 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 the Annexure I a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

20. Further to our comments in Annexure I, as required by Section 143(3) of the Act based on our audit, we report, to the extent applicable, 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 purpose of our audit of the accompanying standalone financial statements;

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 20 (h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended);

c) The standalone financial statements dealt with by this report are in agreement with the books of account;

d) In our opinion, the aforesaid standalone financial statements comply with Ind AS specified under Section 133 of the Act;

e) On the basis of the written representations received from the directors and taken on record by the Board of Directors, none of the directors is disqualified as on 31 March 2025 from being appointed as a director in terms of Section 164(2) of the Act;

f) The qualification relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph 20(b) above on reporting under Section 143(3)(b) of the Act and paragraph 20(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended);

g) With respect to the adequacy of the internal financial controls with reference to standalone financial statements of the Company as on 31 March 2025 and the operating effectiveness of such controls, refer to our separate report in Annexure II wherein we have expressed an unmodified opinion; and

h) 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, as detailed in note 34 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31 March 2025;

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses as at 31 March 2025

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company during the year ended 31 March 2025;

iv. a. The management has represented that, to the best of its knowledge and belief, as disclosed in note 45(iii) to the standalone financial statements, no funds have been advanced or loaned or invested (either from borrowed funds or securities premium or any other sources or kind of funds) by the Company to or in any persons or entities, including foreign entities (the 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 (the Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf the Ultimate Beneficiaries;

b. The management has represented that, to the best of its knowledge and belief, as disclosed in note 45(iv) to the standalone financial statements, no funds have been received by the Company from any persons or entities, including foreign entities (the Funding Parties), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c. Based on such audit procedures performed as considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the management representations under sub-clauses (a) and (b) above contain any material misstatement.

v. The final dividend paid by the Company during the year ended 31 March 2025 in respect of such dividend declared for the previous year is in accordance with Section 123 of the Act to the extent it applies to payment of dividend.

As stated in note 17 to the accompanying standalone financial statements, the Board of Directors of the Company have proposed final dividend for the year ended 31 March 2025 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.

vi. As stated in note 46 of the standalone financial statements and based on our examination which included test checks, the Company, in respect of financial year commencing on 1 April 2024, has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded in the software at the application level. The accounting software is operated by a third-party software service provider and in the absence of any information on the existence of audit trail (edit logs) feature at database level in the Independent Service Auditors Type 2 report issued in accordance with ISAE 3402, Assurance Reports on Controls at a Service Organization, we are unable to comment on whether audit trail feature at the database level of the said software was enabled and operated throughout the year. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with, where such feature is enabled. Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention, where such feature is enabled.

For Walker Chandiok & Co LLP	Manish Agrawal
Chartered Accountants	Partner
Firms Registration No.: 001076N/N500013	Membership No.: 507000
New Delhi	UDIN: 25507000BMMKPS5856
14 May 2025

Annexure I

Referred to in paragraph 19 of the Independent Auditors Report of even date to the members of Brigade Enterprises Limited on the standalone financial statements for the year ended 31 March 2025

In terms of the information and explanations sought by us and given by the Company and the books of account and records examined by us in the normal course of audit, and to the best of our knowledge and belief, we report that:

(i) (a) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment, investment property, investment property under development and relevant details of right- of-use assets.

(B) The Company has maintained proper records showing full particulars of intangible assets.

(b) The Company has a regular programme of physical verification of its property, plant and equipment, investment property and relevant details of right-of-use assets under which the assets are physically verified in a phased manner over a period of three years, which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. In accordance with this programme, certain property, plant and equipment, investment property and relevant details of right-of-use assets were verified during the year and no material discrepancies were noticed on such verification. Further, the investment property under development comprises of multiple multi-story building under development. Having regard to the nature of the property, the management has conducted physical verification by way of title deeds, site visits conducted and continuous project progress monitoring by competent persons, at reasonable intervals during the year and no material discrepancies were noticed on such physical verification.

(c) The title deeds (registered sale deed/ transfer deed/ registered joint development agreements) of all the immovable properties (including investment properties) held by the Company (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee), disclosed in Note 4 to the standalone financial statements, are held in the name of the Company. For title deeds of immovable properties in the nature of 8 land and buildings situated at multiple cities in India with gross carrying values of 5 1,54,816 lakhs as at 31 March 2025, which have been mortgaged as security for loans or borrowings taken by the Company, confirmations with respect to title of the Company have been directly obtained by us from the respective lenders.

(d) The Company has adopted cost model for its Property, Plant and Equipment (including right-of-use assets) and intangible assets. Accordingly, reporting under clause 3(i)(d) of the Order is not applicable to the Company.

(e) No proceedings have been initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 (as amended) and rules made thereunder.

(ii) (a) The inventories held by the Company primarily comprise of stock of units in completed projects, work in progress of projects under development (including land stock). Having regard to the nature of inventory, the management has conducted physical verification of inventory by way of verification of title deeds, site visits conducted and continuous project progress monitoring by competent persons, at reasonable intervals during the year and no material discrepancies were noticed on such physical verification. The other inventories comprising of raw material has been physically verified by the management at reasonable intervals during the year. In our opinion, the coverage and procedures of such verification by the management is appropriate and no discrepancy of 10% or more in aggregate for each class of inventory were noticed as compared to book records.

(b) The Company has not been sanctioned working capital limits in excess of Rs. 5 crore rupees by banks or financial institutions on the basis of security of current assets at any point of time during the year. Accordingly, reporting under clause 3(ii)(b) of the Order is not applicable to the Company.

(iii) The Company has not provided any guarantee or security or granted any advances in the nature of loans to companies, firms, limited liability partnerships during the year. Further, the Company has made investments in, and granted unsecured loans to companies, firms, during the year, in respect of which-

(a) The Company has provided loans to Subsidiaries during the year as per details given below:

(Rs. in lakhs)

Particulars	Loans
Aggregate amount provided/granted during the year: Subsidiaries	19,005
Balance outstanding as at balance sheet date in respect of above cases: Subsidiaries	87,542

(b) The Company has not provided any guarantee or given any security or granted any advances in the nature of loans during the year. However, the Company has made investment in six (number) entities amounting to Rs. 32,987 lakhs (year-end balance Rs. 2,43,811 lakhs) (undiscounted) and has granted interest-free loans to six (number) entities, amounting to Rs. 19,005 lakhs (year-end balance Rs. 87,542 lakhs) (undiscounted) and in our opinion, and according to the information and explanations given to us, such investments made and loans granted are, prima facie, not prejudicial to the interest of the Company.

(c) According to the information and explanations given to us, interest free loans granted by the Company amounting to Rs. 25,543 lakhs are repayable on demand. Further, such loans have not been demanded for repayment as on date. In respect of remaining interest free loans amounting to Rs. 61,999 lakhs (undiscounted), the schedule of repayment of principal has been stipulated and principal amount is not due for repayment currently.

(d) There is no overdue amount in respect of loans granted to such companies, firms, LLPs or other parties.

(e) The Company has not granted any loan which has fallen due during the year. Further, no fresh loans were granted to any party to settle the overdue loans that existed as at the beginning of the year.

(f) The Company has granted loans which are repayable on demand, as per details below:

(Rs. in lakhs)

Particulars	Related parties
Aggregate of loans	25,543
- Repayable on demand
Percentage of loans to the total loans	39%

(iv) In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of sections 185 of the Act in respect of loans, guarantees and security provided by it, as applicable. As the Company is engaged in providing infrastructural facilities as specified in Schedule VI of the Act, provisions of section 186 except sub-section (1) of the Act are not applicable to the Company. In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of sub-section (1) of section 186 of the Act in respect of investments, as applicable.

(v) In our opinion, and according to the information and explanations given to us, the Company has not accepted any deposits or there are no amounts which have been deemed to be deposits within the meaning of sections 73 to 76 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 (as amended). Accordingly, reporting under clause 3(v) of the Order is not applicable to the Company.

(vi) The Central Government has specified maintenance of cost records under sub-section (1) of section 148 of the Act in respect of the products of the Company. We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. However, we have not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(vii) (a) In our opinion and according to the information and explanations given to us, 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 other material statutory dues, as applicable, have generally been regularly deposited with the appropriate authorities by the Company, though there have been slight delays in a few cases. Further, no undisputed amounts payable in respect thereof were outstanding at the year-end for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, we report that there are no statutory dues referred in sub-clause (a) which have not been deposited with the appropriate authorities on account of any dispute except for the following:

(Rs. in lakhs)

Name of the statute	Nature of dues	Gross amount ( Rs.)	Amount paid under protest ( Rs.)	Period to which the amount relates	Forum where dispute is pending
Income tax Act, 1961	Income tax	9	-	2012-13	Commissioner of Income tax (Appeals)
Income tax Act, 1961	Income tax	4	-	2013-14	Income tax appellate tribunal
Finance Act, 1994	Service tax	97		2006-08	Customs Excise and Service tax appellate Tribunal
		1,607	-	2005-10	Commissioner of service tax appeals
		699	52	2009-12	Customs Excise and Service tax appellate Tribunal
		376	28	2008-12	Customs Excise and Service tax appellate Tribunal
		129	11	2011-12	Customs Excise and Service tax appellate Tribunal
		28	2	2017-18	Customs Excise and Service tax appellate Tribunal
Karnataka Value added tax, 2003	Value added tax	163	163	2008-09	The High Court of Karnataka
		48	48	2009-10	The High Court of Karnataka
		435	237*	2010-11	Karnataka Appellate Tribunal
		839	250	2010-11	The High Court of Karnataka

(*) Excluding bank guarantee of Rs.198 Lakhs provided by the Company

(viii) According to the information and explanations given to us, we report that no transactions were surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961) which have not been previously recorded in the books of accounts.

(ix) (a) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of its loans or borrowings or in the payment of interest thereon to any lender.

(b) According to the information and explanations given to us including representation received from the management of the Company, and on the basis of our audit procedures, we report that the Company has not been declared a willful defaulter by any bank or financial institution or government or any government authority.

(c) In our opinion and according to the information and explanations given to us, money raised by way of term loans were applied for the purposes for which these were obtained.

(d) In our opinion and according to the information and explanations given to us, and on an overall examination of the financial statements of the Company, funds raised by the Company on short term basis have, prima facie, not been utilised for long term purposes.

(e) In our opinion and according to the information and explanations given to us and on an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries or joint venture.

(f) In our opinion and according to the information and explanations given to us, the Company has not raised any loans during the year on the pledge of securities held in its subsidiaries or joint venture.

(x) (a) The Company has not raised any money by way of initial public offer or further public offer (including debt instruments), during the year. Accordingly, reporting under clause 3(x)(a) of the Order is not applicable to the Company.

(b) During the year, the Company has made private placement of shares (representing offering of its equity shares through a qualified institution placement). In our opinion and according to the information and explanations given to us, the Company has complied with the requirements of section 42 and section 62 of the Act and the rules framed thereunder with respect to the same. Further, the amounts so raised were used for the purposes for which the funds were raised, though idle/surplus funds which were not required for immediate utilisation have been invested in readily realisable liquid investments.

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

(b) According to the information and explanations given to us including the representation made to us by the management of the Company, no report under sub-section 12 of section 143 of the 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 for the period covered by our audit.

(c) According to the information and explanations given to us including the representation made to us by the management of the Company, there are no whistle-blower complaints received by the Company during the year.

(xii) The Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it. Accordingly, reporting under clause 3(xii) of the Order is not applicable to the Company.

(xiii) In our opinion and according to the information and explanations given to us, all transactions entered into by the Company with the related parties are in compliance with sections 177 and 188 of the Act, where applicable. Further, the details of such related party transactions have been disclosed in the standalone financial statements, as required under Indian Accounting Standard (Ind AS) 24, Related Party Disclosures specified in Companies (Indian Accounting Standards) Rules 2015 as prescribed under section 133 of the Act.

(xiv) (a) In our opinion and according to the information and explanations given to us, the Company has an internal audit system which is commensurate with the size and nature of its business as required under the provisions of section 138 of the Act.

(b) We have considered the reports issued by the Internal Auditors of the Company till date for the period under audit.

(xv) According to the information and explanation given to us, the Company has not entered into any non-cash transactions with its directors or persons connected with its directors and accordingly, reporting under clause 3(xv) of the Order with respect to compliance with the provisions of section 192 of the Act are not applicable to the Company.

(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, reporting under clauses 3(xvi) (a), (b) and (c) of the Order are not applicable to the Company.

(d) Based on the information and explanations given to us and as represented by the management of the Company, the Group as defined in Core Investment Companies (Reserve Bank) Directions, 2016 does not have any CIC.

(xvii) The Company has not incurred any cash losses in the current financial year as well as the immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors during the year. Accordingly, reporting under clause 3(xviii) of the Order is not applicable to the Company.

(xix) According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information in the standalone financial statements, our knowledge of the plans of the Board of Directors and management 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 that Company is not capable of meeting its liabilities existing at the date of standalone balance sheet as and when they fall due within a period of one year from the standalone 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) According to the information and explanations given to us, the Company does not have any unspent amounts towards Corporate Social Responsibility in respect of any ongoing or other than ongoing project as at the end of the financial year. Accordingly, reporting under clause 3(xx) of the Order is not applicable to the Company.

(xxi) The reporting under clause 3(xxi) of the Order is not applicable in respect of audit of standalone financial statements of the Company. Accordingly, no comment has been included in respect of said clause under this report.

For Walker Chandiok & Co LLP	Manish Agrawal
Chartered Accountants	Partner
Firms Registration No.: 001076N/N500013	Membership No.: 507000
New Delhi	UDIN: 25507000BMMKPS5856
14 May 2025

Annexure II

Independent Auditors Report on the internal financial controls with reference to the standalone financial statements under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (‘the Act)

1. In conjunction with our audit of the standalone financial statements of Brigade Enterprises Limited (the Company) as at and for the year ended 31 March 2025, we have audited the internal financial controls with reference to standalone financial statements of the Company as at that date.

Responsibilities of Management and Those Charged with Governance for Internal Financial Controls

2. The Companys Board of Directors is responsible for establishing and maintaining internal financial controls 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 on Audit of Internal Financial Controls over Financial Reporting (Guidance Note) issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of the Companys 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 financial information, as required under the Act.

Auditors Responsibility for the Audit of the Internal Financial Controls with Reference to Standalone Financial Statements

3. Our responsibility is to express an opinion on the Companys internal financial controls with reference to standalone financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the ICAI prescribed under Section 143(10) of the Act, to the extent applicable to an audit of internal financial controls with reference to standalone financial statements, and the Guidance Note issued by the ICAI. 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 standalone financial statements were established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls with reference to standalone financial statements and their operating effectiveness. Our audit of internal financial controls with reference to standalone financial statements includes obtaining an understanding of such internal financial controls, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgement, including the assessment of the risks of material misstatement of the standalone financial statements, whether due to fraud or error.

5. 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

6. 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 standalone financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to standalone financial statements include 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 standalone financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and

(3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the companys assets that could have a material effect on the standalone financial statements.

Inherent Limitations of Internal Financial Controls with Reference to Standalone Financial Statements

7. Because of the inherent limitations of internal financial controls 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 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 standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

8. In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to standalone financial statements and such controls were operating effectively as at 31 March 2025, 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 issued by the ICAI.

For Walker Chandiok & Co LLP	Manish Agrawal
Chartered Accountants	Partner
Firms Registration No.: 001076N/N500013	Membership No.: 507000
New Delhi	UDIN: 25507000BMMKPS5856
14 May 2025