To
The Members of
Embassy Developments Limited
(formerly known as Equinox India Developments Limited and earlier Indiabulls Real Estate Limited)
Report on the audit of the standalone financial statements
Opinion
We have audited the accompanying standalone financial statements of Embassy Developments Limited (formerly known as Equinox India Developments Limited and earlier Indiabulls Real Estate Limited) (the Company), which comprise the balance sheet as at 31 March 2026, the statement of profit and loss (including other comprehensive income), the statement of changes in equity and the statement of cash flow for the year then ended, and a summary of the material accounting policies and other explanatory information (hereinafter referred to as the standalone financial statements).
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 (the Act) in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India including Indian Accounting Standards (Ind AS) specified under section 133 of the Act, of the state of affairs of the Company as at 31 March 2026, and its loss and total 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 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 made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIs 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 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.
| Key audit matters | How our audit addressed the key audit matters |
| Revenue recognition | Our audit procedures related to the revenue recognition included, but not limited to the following: |
| Revenue recognition - The Companys policies on revenue recognition is set out in Note 3.07 to the standalone financial statements. | Evaluated the appropriateness of the Companys revenue recognition policies with respect to the principles of Ind AS 115; |
| As per the principles of Ind AS 115 "Revenue from Contracts with Customers", revenue from sale of residential properties is recognized when the performance obligations are essentially complete. | Enquiring from the management and inspecting the internal controls related to revenue recognition for ensuring the completeness of the customer sales, issue of possession letters and the recording of customer receipts; |
| The performance obligations are considered to be complete when control over the property has been transferred to the buyer i.e. offer for possession of properties have been issued to the customers. | We have performed the following procedures for revenue recognition: |
| The amount of revenue and cost thereon on contracts with customers forms a substantial part of the standalone statement of profit and loss and management judgement is also involved in the interpretation of these conditions. | a. Verification of the collection from customers for the units sold from the statement of accounts on a sample basis to ensure receipt of the amount; and |
| The above transaction required audit focus due to the significant impact of the same on the accompanying standalone financial statement of the Company. The matter has been considered to be of most significance to the audit and accordingly, has been considered as a key audit matter for the current year audit. | b. Performing cut-off procedures and other analytical procedures like project wise variance analysis and margin analysis to find any anomalies. |
| Ensured that the disclosure requirements of Ind AS 115 have been complied with. | |
| Accuracy and completeness of disclosure of related party transactions and compliance with the provisions of Companies Act 2013 and SEBI (Listing Obligations and Disclosure Requirements Regulations, 2015, as amended (SEBI (LODR) 2015) | Our audit procedures in relation to the disclosure of related party transactions included the following: |
| (Refer to note 49 of the notes forming part of the standalone financial statements) | We obtained an understanding, evaluated the design and tested operating effectiveness of the controls related to capturing of related party transactions and managements process of ensuring all transactions and balances with related parties have been disclosed in the standalone financial statements. |
| We identified the accuracy and completeness of disclosure of related party transactions as set out in respective notes to the standalone financial statements as a key audit matter due to: | We obtained an understanding of the Companys policies and procedures in respect of evaluating arms- length pricing and approval process by the audit committee and the board of directors. |
| the significance of transactions with related parties during the year ended 31 March 2026. | We agreed the amounts disclosed with underlying documentation and read relevant agreements, evaluation of arms-length by management, on a sample basis, as part of our evaluation of the disclosure. |
| Related party transactions are subject to the compliance requirement under the Companies Act 2013 and SEBI (LODR) 2015. | We assessed management evaluation of compliance with the provisions of Section 177 and Section 188 of the companies Act 2013 and SEBI (LODR) 2015. |
| We evaluated the disclosures through reading of statutory information, books and records and other documents obtained during the course of our audit. | |
| Assessing the carrying value of inventory | Our procedures in relation to the valuation of inventory held by the Company included, but not limited to the followings: |
| The accounting policies for Inventories are set out in Note 3.11 to the standalone financial statements. | Obtained an understanding of the management process for identification of possible impairment indicators and process performed by the management for impairment testing and the management process of determining the Net Realizable Value (NRV); |
| Inventories of the company comprises of real estate properties (including land) and are disclosed under Note 14 to the standalone financial statements. | Enquired of the management and inspected the internal controls related to inventory valuation along with the process followed to recover/adjust these and assessed whether impairment is required; |
| Impairment assessment of inventory is considered as a significant risk as there is a risk that recoverability of the carrying value of the inventory could not be established, and potential impairment charge might be required to be recorded in the standalone financial statements. Managements assessment of the recoverable amounts is a judgmental process which requires the estimation of the net realizable value, which takes into account the valuations of the properties held and cash flow projections of real estate properties under development. | All material properties under development as at 31 March 2026 were discussed on case-to-case basis with the management for their plan of recovery/adjustment; |
| Due to their materiality in the context of the standalone financial statements as a whole and significant degree of judgement and subjectivity involved in the estimates and key assumptions used in determining the cash flows used in the impairment evaluation, this is considered to be the area which had the greatest effect on our overall audit strategy and allocation of resources in planning and completing our audit. | For real estate properties under development, obtained and assessed the management evaluation of the NRV. We also assessed the managements valuation methodology applied in determining the recoverable amount and tested the underlying assumptions used by the management in arriving at those projections; |
| We challenged the management on the underlying assumptions used for the cash flow projections, considering evidence available to support these assumptions and our understanding of the business; | |
| Where the management involved specialists to perform valuations, evaluated the objectivity and independence of those specialists; | |
| For land parcels, obtained and verified the valuation of land parcels as per the government prescribed circle rates, wherever necessary; | |
| Tested the arithmetical accuracy of the cash flow projections; and | |
| We assessed the appropriateness and adequacy of the disclosures made by the management for the impairment losses recognized in accordance with applicable accounting standards. | |
| Impairment assessment of investments and loans made to its subsidiaries | Our procedures in relation to the impairment assessment of investments and loans included, but not limited to the following: |
| The Companys policies on the impairment assessment of the investments and loans are set out in Note 9(a) and Note 19 to the standalone financial statements. | Assessed the appropriateness of the Companys accounting policy by comparing with applicable Ind AS; |
| The Company has investments amounting to Rs. 92,822.36 million (net of impairment) and has outstanding loans amounting to Rs. 27,344.04 million (net of impairment) to its subsidiaries as at 31 March 2026 as disclosed under the Note 9(a) and Note 19 to the standalone financial statements. | We obtained an understanding of the management process for identification of possible impairment indicators and process performed by the management for impairment testing; |
| Impairment assessment of these investments and loans is considered as a significant risk as there is a risk that recoverability of the investments and loans could not be established, and potential impairment charge might be required to be recorded in the standalone financial statements. The recoverability of these investments is inherently subjective due to reliance on either the net worth of investee or valuations of the properties held or cash flow projections of real estate properties in these investee companies. | Enquired of the management and understood the internal controls related to completeness of the list of loans and investment along with the process followed to recover/adjust these and assessed whether further provisioning is required; |
| However, due to their materiality in the context of the Companys standalone financial statements as a whole and significant degree of judgement and subjectivity involved in the estimates and key assumptions used in determining the cash flows used in the impairment evaluation, this is considered to be the area to be of most significance to the audit and accordingly, has been considered as a key audit matter for the current year audit. | Performed test of details: |
| a. For all significant additions made during the year, underlying supporting documents were verified to ensure that the transaction has been accurately recorded in the standalone financial statements; | |
| b. For all significant investments and loans outstanding as at 31 March 2026, confirmations were circulated and received. Further, all the significant reconciling items were tested; | |
| c. All material investments and significant loans as at 31 March 2026 were discussed on case-to- case basis with the management for their plan of recovery/adjustment; | |
| d. Compared the carrying value of material investments and significant loans to the net assets of the underlying entity, to identify whether the net assets, being an approximation of their minimum recoverable amount, were in excess of their carrying amount; and | |
| e. Wherever the net assets were lower than the recoverable amount, for material amounts: | |
| i. We obtained and verified the management certified cash flow projections of real estate properties and tested the underlying assumptions used by the management in arriving at those projections; | |
| ii. We examined the managements underlying assumptions used for the cash flow projections, considering evidence available to support these assumptions and our understanding of the business; | |
| iii. We obtained and verified the valuation of land parcels as per the government prescribed circle rates; and | |
| iv. We assessed the appropriateness and adequacy of the disclosures made by the management for the impairment losses recognized in accordance with applicable accounting standards. | |
| Impairment testing of goodwill | Our audit procedures with respect to this matter included, but were not limited to, the following: |
| The accounting policies for impairment of goodwill are set out in note 3.04 to the standalone financial statements. | Obtained an understanding of the impairment process |
| The goodwill balance as of March 31, 2026 is of Rs. 18,542.15 millions pertain to business combination as disclosed in Note 50 to the standalone financial statements. | and tested the design, implementation and operating effectiveness of internal controls over impairment assessment process for goodwill and other intangible assets with indefinite useful lives arising out of business reconstruction and acquisition transactions. |
| Carrying value of goodwill is material as at March 31, 2026 and inherent uncertainty is involved in forecasting and discounting future cash flows, determination of discount rates for computing the value in use and the assessment of its recoverability. This audit area is considered a key audit matter. | Assessed reasonableness of the future revenue and margin projections, the historical accuracy of the estimates and its ability to produce accurate long-term forecasts. |
| The management of the Company has carried out an impairment assessment using the value-in-use ("ViU") calculations which is based on discounted cash flow with exit multiple method. Determination of ViU involves significant estimates, assumptions and judgements as regards reasonableness of assumptions involved in developing projections of entitys financial performance, exit multiples, and discount rates to be considered. | Evaluated the sensitivity in the valuation, resulting from changes to key assumptions applied and compared the assumptions to corroborating information including industry reports and data from competitors and historic performance. |
| Compared the reasonableness of future operating cash flow forecasts with the business plan and budgets approved by the Board and tested the mathematical accuracy of managements calculations. | |
| Assessed the adequacy and appropriateness of the disclosures made in the standalone financial statements. |
Information other than the standalone financial statements and Auditors Report thereon
The Companys Board of Directors is 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 will not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information obtained prior to the date of this auditors report, we conclude that there is a material misstatement of this other information, we are required to report that fact. Reporting under this section is not applicable as no other information is obtained at the date of this auditors report.
Managements responsibility for the standalone financial statements
The accompanying standalone financial statements have been approved by the Companys Board of Directors. The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, total comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Ind AS specified under section 133 of the Act. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, management is responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
Those Board of Directors are also 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 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 system 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 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; and
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.
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.
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 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
As required by the Companies (Auditors Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure A, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
As required by section 143(3) of the Act, bases 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;
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 the paragraph h(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014;
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 the 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 as on 01 April 2026, none of the directors is disqualified as on 31 March 2026 from being appointed as a director in terms of section 164(2) of the Act;
f) The modifications relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph (b) above on reporting under Section 143(3)(b) of the Act and paragraph h(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014;
g) With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in Annexure B. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls over financial reporting; 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 45 and Note 46 to the standalone financial statements, has disclosed the impact of pending litigations on its financial position as at 31 March 2026;
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 2026;
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 2026;
iv. (a) The Management has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity ("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;
(b) The Management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity ("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;
(c) Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
v. The Company has not declared and paid any dividend during the year ended 31 March 2026;
vi. As stated in Note 77 to the standalone financial statements and based on our examination which included test checks, the Company, in respect of financial year ended on 31 March 2026, has used accounting softwares for maintaining its books of account which has a feature of recording audit trail (edit log) facility at application level as well as database level and the same has been operated throughout the year for all relevant transactions recorded in the softwares. However, recording of audit trail (edit logs) can be disabled using restricted privileged rights for direct data changes at database level. Further, during the course of our audit we did not come across any instance of audit trail feature being tampered with other than the consequential impact of the exception given above. Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention.
i) With respect to the matter to be included in the Auditors Report in accordance with the requirements of section 197(16) of the Act, as amended:
In our opinion and according to the information and explanations given to us, the remuneration paid by the Company to its directors during the year ended 31 March 2026 is in accordance with the provisions of Section 197 of the Act except for remuneration paid to one Director, and is subject to the approval of the shareholders in the ensuing meeting.
Annexure A
to the Independent Auditors Report of even date to the members of Embassy Developments Limited (Formerly known as Equinox India Developments Limited, and earlier Indiabulls Real Estate Limited) on the standalone financial statements for the year ended 31 March 2026
Based on the audit procedures performed for the purpose of reporting a true and fair view on the standalone financial statements of the Company and taking into consideration the information and explanations given to us and the books of account and other 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 and Investment Property.
(B) The Company has maintained proper records showing full particulars of intangible assets.
(b) According to the information, explanation and representation provided to us and based on verification carried out by us, the Companys management carries out the physical verification of Property, Plant and Equipment and Investment Property once in a year. In our opinion, the frequency of physical verification is reasonable having regard to the size of the Company and nature of its assets. As explained to us, no material discrepancies were noticed by the management on such physical verification.
(c) According to the information, explanation and representation provided to us and based on verification carried out by us and subject to the matters mentioned in Note 44 the title deeds of the immovable properties (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in the favour of the lessee), are held in the name of the Company. The title deeds of the immovable properties, as disclosed under Investment Property are deposited with HDFC Bank Limited and Catalyst Trustee as part of the mortgage and such title deeds are not available with the Company.
(d) According to the information, explanation and representation provided to us and based on verification carried out by us, the Company has not revalued its Property, Plant and Equipment (including Right-of-use assets) or intangible assets during the year. Accordingly, the reporting under Clause 3(i)(d) of the Order is not applicable to the Company.
(e) According to the information, explanation and representation provided to us and based on verification carried out by us, there are no proceedings initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.
(ii) (a) The inventories held by the Company comprises stock of units in completed projects and work in progress of the projects under development. Having regards to the nature of the 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 person, at reasonable intervals during the year and no material discrepancies were noticed on such physical verification.
(b) According to the information, explanation and representation provided to us and based on verification carried out by us, the Company has not been sanctioned working capital limits in excess of five crore rupees, in aggregate, from banks or financial institutions on the basis of security of current assets. Accordingly, clause 3(ii)(b) of the Order is not applicable.
(iii) According to the information, explanation and representation provided to us and based on verification carried out by us, the Company has not granted any advances in the nature of loans, secured or unsecured to companies, firms, limited liability partnership or any other parties during the year. However, the Company has granted loans, provided guarantees and given security to subsidiary companies in respect to which the requisite information is as below. The Company has made investment in a Company during the year. Further, the Company has not made any investment in firms or any other parties.
(a) According to the information, explanation and representation provided to us and based on verification carried out by us, the Company has provided loans and provided guarantees as follows:
| Particulars | Guarantees | Security* | Loans |
| Aggregate amount during the year* | |||
| - Subsidiaries | 19,687.76 | Refer note below | 44,564.72 |
| Balance outstanding as at balance sheet date | 38,549.83 | Refer note below | 54,751.38 |
| - Subsidiaries |
*The Company has also given security amounting to H 1,800 millions for the loan taken by one of its subsidiary company.
(b) According to the information, explanation and representation provided to us and based on verification carried out by us, the Company has not granted any advances in the nature of loans, secured or unsecured and to companies, firms, limited liability partnership or any other parties during the year. However, the Company has granted loans to its direct and indirect subsidiary companies at nil interest rate which is lower than the market rate of interest, given guarantees and security on behalf of subsidiary companies for the listed/unlisted non-convertible debentures/borrowings issued/taken during the year (refer note 45). The terms and conditions of such guarantees given are security provided, prima facie, not prejudicial to the interest of the Company. In respect of such loans, we have not been provided with adequate explanation of the benefits, if any, accruing to the Company for giving such loans, we are unable to comment as to whether the terms and conditions of grant of such loans, are prima facie, prejudicial to the interest of the Company. Further, the investments made by the Company are, prima facie, not prejudicial to the interest of the Company.
(c) According to the information, explanation and representation provided to us and based on verification carried out by us, the Company has granted loans to the subsidiary companies that are repayable on demand and are given at nil interest rate. The loans, which were, demanded during the year have been duly received. For loans outstanding at the year end, we are informed that the Company has not demanded repayment of any such loan during the year. Thus, the re-payment of principal is considered to be regular.
(d) According to the information, explanation and representation provided to us and based on verification carried out by us, there are no amount of loans granted to companies, firms, or any other parties which are overdue for more than ninety days.
(e) According to the information, explanation and representation provided to us and based on verification carried out by us, there were no loans or advance in the nature of loans granted to companies or any other parties which was fallen due during the year, that have been renewed or extended or fresh loans granted to settle the overdues of existing loans given to the same parties.
(f) The Company has granted loans which are repayable on demand, as per details below:
| Particulars | All Parties | Promoters | Related Parties |
| Aggregate of loans | |||
| - Repayable on demand* (A) | 54,751.38 | - | 54,751.38 |
| - Agreement does not specify any terms or period of repayment (B) | - | - | - |
| Total (A+B) | 54,751.38 | - | 54,751.38 |
| Percentage of loans | 99.93% | - | 99.93% |
(iv) In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of the loans and investments made, and guarantees and security provided by it, as applicable.
(v) According to the information, explanation and representation provided to us and based on verification carried out by us, the Company has not accepted any deposits or amounts which are deemed to be deposits. Accordingly, clause 3(v) of the Order is not applicable.
(vi) 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 under sub-section (1) of Section 148 of the Act in respect of Companys products/services 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) According to the information and explanations given to us and on the basis of our examination of the records of the Company, amounts deducted/accrued in the books of account in respect of undisputed statutory dues including goods and services tax, provident fund, employees state insurance, income-tax, sales-tax, duty of customs, duty of excise, value added tax, cess and other material statutory dues, as applicable, have generally been regularly deposited. 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, the dues outstanding of Income Tax, Sales Tax, Service Tax, Duty of Customs, Duty of Excise, Value added tax, Cess on account of any dispute, are as follows:
Statement of Disputed Dues
| Name of the statute | Nature of dues | Amount (Rs. in millions) | Amount paid under protest (Rs. in millions) | Period to which the amount relates | Forum where dispute is pending |
| Income-tax Act, 1961 | TDS Default u/s 201 | 4.37 | - | Assessment year 2014-15 | CIT(A) |
| The Central Goods and Services Tax Act, 2017 | Credit of EC, SHEC and KKC taken in TRAN-1 | 1.64 | Credit of Cess as on 30/06/2017 | Delhi High Court | |
| The Central Goods and Services Tax Act, 2017 | Short payment of tax | 186.27 | - | Financial year 2019-20 | Yet to be filed |
| The Central Goods and Services Tax Act, 2017 | Verification of credit in Trans-1 | 2.23 | 0.22 | Balance as at 30/06/2017 in Trans-1 | Appellate Authority (Centre), Mumbai. |
| The Central Goods and Services Tax Act, 2017 | Mismatch of RCM liability | 0.08 | 0.01 | Financial year 2020-21 | Appellate Authority (State), Mumbai. |
(viii) According to the information, explanation and representation provided to us and based on verification carried out by us, there were no transactions relating to previously unrecorded income that 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 and based on the verification carried out by us, during the year, the Company has not defaulted in the repayment of loans or borrowings and interest thereon payable to any banks and other lenders.
(b) According to the information and explanations given to us including and on the basis of our audit procedures, we report that the Company has not been declared a wilful defaulter by any bank or financial institution or other lender.
(c) According to the information and explanations given to us by the management, the Company has obtained term loans and generally they were applied for the purpose for which the loans were obtained.
(d) According to the information, explanation and representation provided to us and based on verification carried out by us, and on an overall examination of the financial statements of the Company, we report that no funds raised on short-term basis have been used for long-term purposes by the Company.
(e) According to the information, explanation and representation provided to us and based on verification carried out by 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 as defined under the Companies Act, 2013. Accordingly, clause 3(ix)(e) of the Order is not applicable.
(f) The Company has not raised any loans during the year on the pledge of securities held in its subsidiaries as defined under the Companies Act, 2013, however, the Company has pledged its securities in certain subsidiaries against the listed non-redeemable convertible debentures issued by certain subsidiaries during the year.
(x) (a) According to the information, explanation and representation provided to us and based on verification carried out by us, the Company has not raised moneys by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, clause 3(x)(a) of the Order is not applicable.
(b) According to the information, explanation and representation provided to us and based on verification carried out by us, the Company has made preferential allotment of equity shares during the year. 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 have been utilized by the Company for the purposes for which these funds were raised. Further, the Company did not make any private placement of fully or partially or optionally convertible debentures.
(xi) (a) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud by the Company or on the Company, noticed or reported during the year, nor have we been informed of any such case by the Management.
(b) No report under sub-section (12) of section 143 of the Companies Act has been filed in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and up to the date of this report.
(c) According to the information, explanation and representation provided to us and based on verification carried out by us, there are no whistle-blower complaints received by the Company during the year.
(xii) As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the reporting under Clause 3(xii) of the Order is not applicable to the Company.
(xiii) According to the information and explanations given to us, and the procedures performed by us, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013 with respect to applicable all transactions with the related parties and the details of related party transactions have been disclosed in the financial statements as required by the applicable accounting standards.
(xiv) (a) According to the information and explanations given to us, and the procedures performed by us, the company has an internal audit system commensurate with the size and nature of its business.
(b) The internal audit is performed as per a planned program approved by the Board of Directors of the Company. We have considered the reports of the Internal Auditor for the year under audit, issued to the Company till date.
(xv) In our opinion during the year the Company has not entered into any non-cash transactions with its Directors or persons connected with its directors and hence provisions of section 192 of the Companies Act, 2013 are not applicable to the Company.
(xvi) (a) According to the information and explanations given to us, and the procedures performed by us, the provisions of Section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company. Accordingly, clause 3(xvi)(a) of the Order is not applicable to the Company.
(b) The Company has not conducted any Non-Banking Financial or Housing Finance Activities without obtained a valid Certificate of Registration (CoR) from the Reserve Bank of India as per the Reserve Bank of India Act, 1934.
(c) According to the information and explanations given to us, and the procedures performed by us, the Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, clause 3(xvi) (c) of the Order is not applicable to the Company.
(d) According to the information and explanations provided to us during the course of audit, the Group does not have any CIC. Accordingly, the requirements of clause 3(xvi)(d) are not applicable.
(xvii) The Company has incurred cash losses of H 2,795.13 million in the current financial year but has not incurred cash losses during the immediately preceding financial year.
(xviii) There has been no resignation of the statutory auditors of the Company during the year. Accordingly, clause 3(xviii) of the Order is not applicable.
(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 accompanying the financial statements, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that the Company is not 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. 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) (a) According to the information, explanation and representation provided to us, there are no unspent amount towards Corporate Social Responsibility (CSR) requiring transfer to a Fund specified in Schedule VII of the Companies Act, 2013 in compliance with second proviso to subsection (5) of Section 135 of the Act. Accordingly, reporting under clause 3(xx)(a) of the Order is not applicable.
(b) According to the information, explanation and representation provided to us, there are no amount remaining unspent under sub-section (5) of section 135 of the Act. Accordingly, reporting under clause 3(xx)(b) of the Order is not applicable to the Company.
Annexure B
to the Independent Auditors Report of even date to the members of Embassy Developments Limited (Formerly known as Equinox India Developments Limited, and earlier Indiabulls Real Estate Limited) on the standalone financial statements for the year ended 31 March 2026
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)
We have audited the internal financial controls with reference to the standalone financial statements of
Embassy Developments Limited (Formerly known as Equinox India Developments Limited, and earlier Indiabulls Real Estate Limited) (the Company) as of 31 March 2026 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.
Managements responsibility for internal financial controls
The Companys Board of Directors is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting 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 (the Guidance Note) issued by the Institute of Chartered Accountants of India (the 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
Our responsibility is to express an opinion on the Companys internal financial controls with reference to these 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 these 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 these standalone financial statements were 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 these standalone financial statements and their operating effectiveness. Our audit of internal financial controls with reference to these 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.
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 these standalone financial statements.
Meaning of internal financial controls with reference to the standalone financial statements
A companys internal financial controls with reference to these standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the standalone financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to these 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 the 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 these standalone financial statements
Because of the inherent limitations of internal financial controls with reference to these 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 these 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
In our opinion, the Company has, in all material respects, adequate internal financial controls with reference to these standalone financial statements and such controls were operating effectively as at 31 March 2026, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.
| For Agarwal Prakash & Co. | |
| Chartered Accountants | |
| Firms registration number: 005975N | |
| sd/- | |
| Vikas Aggarwal | |
| Partner | |
| Place: Bengaluru | Membership number: 097848 |
| Date: 20 May 2026 | UDIN: 26097848ICZHZY4266 |
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