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India Grid Trust Auditor Reports

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IndiGrid Infrastructure Trust Share Price Auditors Report

INDEPENDENT AUDITORS REPORT

To the Unit holders of IndiGrid Infrastructure Trust (formerly known as India Grid Trust)

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of lndiGrid Infrastructure Trust (formerly known as India Grid Trust) ("the InvIT"), which comprise the Balance sheet as at March 31, 2025, the Statement of Profit and Loss, including the statement of Other Comprehensive income, the Statement of Changes in Unit Holders Equity and the Statement of Cash Flows for the year then ended, the Statement of Net Assets at fair value as at March 31 , 2025, the Statement of Total Returns at fair value, the Statement of Net Distributable Cash Flows (NDCFs) of the Inv IT for the year then ended, and summary of material accounting policies and other explanatory notes (hereafter 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 Securities and Exchange Board of India (Infrastructure Investment Trusts) Regulations, 2014 as amended including any guidelines and circulars issued thereunder (the "InvIT Regulations") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards (Ind AS) as defined in Rule 2( 1 )(a) of the Companies (Indian Accounting Standards) Rules, 20 I 5 (as amended) including In VIT Regulations, of the state of affairs of the lnv!T as at March 31 , 2025, its profit including other comprehensive income, its cash movements, its movement of the unit holders funds for the year ended March 31 , 2025, its net assets at fair value as at March 31 , 2025, its total returns at fair value and the net distributable cash flows of the Inv IT for the year ended March 31 , 2025.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs), issued by the Institute of Chartered Accountants of India. Our responsibilities under those Standards are fu1ther described in the Auditors Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Inv IT in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of Inv IT Regulations, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Emphasis Of Matter

We draw attention to note I 2(e) of the standalone financial statement which describes the presentation/classification of "Unit Capital" as "Equity" instead of the applicable requirements of Ind AS 32-Financial Instruments: Presentation, in order to comply with the relevant Inv!T regulations. Our opinion is not modified in respect of this matter.

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 for the financial year ended March 31 , 2025. 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. For each matter below, our description of how our audit addressed the matter is provided in that context.

We have detennined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditors responsibilities for the audit of the standalone financial statements section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the standalone financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying standalone financial statements.

Key audit matters

How our audit addressed the key audit matter

Impairment of investments in subsidiaries and loans given to subsidiaries

(as described in notes 5, 6, 7 and 26 of the standalone financial statements)
The lnvIT has investments in subsidiaries and has granted loans to its subsidiaries which comprise of significant portion of total assets of the Inv!T. Our audit procedures included, among others, the following :
• We obtained an understanding of the InvlTs process on assessment of impairment of investments in subsidiaries, loans to subsidiaries and the assumptions used by the management, including design and implementation of controls and validation of management review controls. We have tested the operating effectiveness of these controls.

The subsidiaries are in the business of owning and maintaining transmission assets/ generation of solar power/operating battery energy storage systems and have entered into Transmission Services Agreement ("TSA") with Long Term Transmission Customers ("L TTC"), Power Purchase Agreement ("PP A") and Battery Energy Storage Purchase Agreement (BESPA) / Battery Energy Storage System Agreement (SESSA), respectively with various National or Regional Intermediaries which are designated by the Government.

• We obtained and read the valuation report of the lnvITs independent valuation expert, and assessed the experts competence, capability, and objectivity.

• We evaluated management independent valuation experts methodology, assumptions and estimates used in the calculations.
• We have engaged our valuation specialists to evaluate the appropriateness of the valuation methodology applied in valuation of assets and to test the key assumptions around valuation such as growth parameters, beta, cost of debt, discount rates etc.
At each reporting period end, management assesses the existence of impairment indicators of investments in subsidiaries and loans given to subsidiaries. In case of existence of impairment indicators, the investment and loan balances are subjected to impairment test, where the fair value of the subsidiary is compared with the value of investments and loans given to such subsidiaries. • We performed test check that the tariff revenues considered in the respective valuation models are in agreement with TSAs/Tariff Orders/PPAs/BESPAs/BESSAs.
The processes and methodologies for assessing and determining the fair value of the subsidiary is based on complex assumptions, that by their nature imply the use of the managements judgment, in particular with reference to identification of forecast offuture cash flows relating to the period covered by the respective subsidiarys TSA/PPA/SESPA/SESSA, debt equity ratio, cost of debt, cost of equity, residual value, etc. • Discussed potential changes in key drivers as com ared to revious ear/ actual erformance with management to evaluate the inputs and assumptions used in the cash flow forecasts and performed key sensitivity analysis around the key assumptions used by the management.
We tested completeness, arithmetical accuracy and validity of the data used in the calculations.
Considering the judgment involved m determination of fair values due to inherent uncertainty and complexity of the assumptions used in detennination of fair values, this is considered as a key audit matter. • We read and assessed the disclosures included in the notes to the standalone financial statements.

Computation and disclosures relating to Statement of Net Assets at Fair Value and Statement of Total Returns at Fair Value as per InvIT regulations

(as described in Note 26 of the standalone financial statements)

The lnv!T is required to disclose Statement of Net Assets at Fair Value and Statement of Total Returns at Fair Value pursuant to SEBI circulars issued under the Inv!T regulations which requires fair valuation of the assets. Such fair valuation has been carried out by the independent valuer appointed by the Inv!T. Our audit procedures included, among others, the following:
We read the requirements of Inv!T regulations for disclosures relating to Statement of Net Assets at Fair Value and Statement of Total Returns at Fair Value.
For the purpose of the above, fair value is determined by forecasting and discounting future cash flows. We discussed with the management and obtained an understating of the lnv!Ts policy on the assessment of fair value and the assumptions used by the management, including design and implementation of controls and validation of management review controls. We have tested the operating effectiveness of these controls.
The processes and methodologies for assessing and determining the fair value is based on complex assumptions, that by their nature imply the use of the management s judgment, in particular with reference to identification of forecast of future cash flows relating to the period covered by the respective subsidiarys TSA/PPA/SESPA/SESSA, debt equity ratio, cost of debt, cost of equity, residual value, etc. • We obtained understating of the Inv!Ts process for preparation statement of Net Assets at Fair Value and Statement of Total Returns at Fair Value as per Inv!T regulations and the assumption used by the management, including design and implementation of controls and validation of management review controls. We have tested the operating effectiveness of these controls.
Considering the judgment involved determination of fair values due to inherent uncertainty and complexity of the assumptions used in determination of fair values, this is considered as a key audit matter. • We obtained and read the valuation reports of the InvITs independent valuation expert and assessed the experts competence, capability, and objectivity.
• We evaluated management independent valuation experts methodology, assumptions and estimates used in the calculations.
• We have engaged our valuation specialists to evaluate the appropriateness of valuation methodology applied in calculation of fair value of assets including the assumption used in valuation.
• We performed test check that the tariff revenues considered in the respective valuation models are in agreement with TSAs/Tariff Orders/PP As/BESPAs/BESSAs.
• Discussed potential changes m key drivers as compared to previous year/actual performance with management to evaluate the inputs and assumptions used in the cash flow forecasts and performed key sensitivity analysis around the key assumptions used by the management.
• We tested completeness, arithmetical accuracy and validity of the data used in the calculations.
• We read and assessed the disclosures included in the notes to the standalone financial statements.

Other Information

The Management of Indigrid Investment Managers Limited (the "Investment Manager") 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 auditors report.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether such 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 for the Standalone Financial Statements

The Investment Manager is responsible for preparation of these standalone financial statements that give a true and fair view of the financial position as at March 31, 2025 , financial performance including other comprehensive income, cash flows and the movement of unit holders funds for the year ended March 31 , 2025, the net assets at fair value as at March 3 1, 2025, the total returns at fair value of the Inv IT and the net distributable cash flows of the Inv IT for the year ended March 31, 2025 in accordance with the requirements of the Inv IT regulations, Indian Accounting Standards (Ind AS) as defined in Rule 2(1)(a) of the Companies (Indian Accounting Standards) Rules, 2015 (as amended) and other accounting principles generally accepted in India.

This responsibility also includes maintenance of adequate accounting records for safeguarding of the assets of the Inv!T 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 the design, implementation and maintenance of adequate internal 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, Investment manager is responsible for assessing the ability of Inv IT to continue as a going concern, disclosing as applicable, matters related to going concern and using the going concern basis of accounting unless Investment Manager either intends to liquidate the Inv!T or to cease operations, or has no realistic alternative but to do so.

The Investment Manager is also responsible for overseeing the lnv!Ts 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, but not for the purpose of expressing an opinion on the effectiveness of the lnv!Ts internal control.

• Evaluate the appropriateness of accounting policies used, 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 InvITs ability to continue as a going concern. lfwe conclude that a material uncertainty exists, we are required to draw attent in our auditor s report to the related disclosures in the 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 Inv IT to cease to continue as a going concern.

• Eva! uate 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.

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 for the financial year ended March 31 , 2025 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

Based on our audit, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

(b) The Balance Sheet, and the Statement of Profit and Loss including the Statement of Other Corn prehensive Income, are in agreement with the books of account;

(c) In our opinion, the aforesaid standalone financial statements comply with Indian Accounting Standards (Ind AS) as defined in Rule 2(1)(a) ofthe Companies (Indian Accounting Standards) Rules, 2015 (as amended).

For SR BC & CO LLP

Chartered Accountants

!CAI Firm Registration Number: 324982E/E300003

per Huzefa Ginwala

Partner

Membership Number: 111757

UDIN: 25111757BMIWHH9359

Place of Signature: Pune

Date: May 15, 2025

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