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Jaiprakash Associates Ltd Auditor Reports

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Oct 27, 2025|12:00:00 AM

Jaiprakash Associates Ltd Share Price Auditors Report

TO THE MEMBERS OF JAIPRAKASH ASSOCIATES LIMITED

Report on the Audit of the Standalone Financial Statements Disclaimer of Opinion

We were engaged to audit the accompanying Standalone Financial Statements of Jaiprakash Associates Limited (the Company), which comprise the Balance Sheet as at March 31st, 2025, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows for the year ended on that date, and Notes to the Standalone Financial Statements, including summary of material accounting policies and other explanatory information (hereinafter referred to as the Standalone Financial Statements).

We do not express an opinion on the accompanying Standalone Financial Statements of the Company. Because of the significance of the matter described in the Basis for Disclaimer of Opinion section of this report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these Standalone Financial Statements.

Basis for Disclaimer of Opinion

(i) We refer to Note No. 31& 32 to the Standalone Financial Statements which states that Resolution Professional (RP) has invited creditors of the company to submit their claims to the RP in terms of the applicable provisions of the Insolvency & Bankruptcy Code, 2016 (IBC). Further, the Note No. 42(a) to the Standalone Financial Statements also states that Scheme of Arrangement for transfer to SPV has since been rejected by Honble National Company Law Tribunal (NCLT) vide its order dated 03.06.2024 and by Honble National Company Law Appellate Tribunal (NCLAT) vide its order dated 06.12.2024. The Company has also received intimation from National Asset Reconstruction Company Limited (NARCL) dated 11.03.2025 regarding assignment of certain borrowing by Company from some lenders. The note also states that the figures of claims including borrowings may be different than the amount reflecting in the books of accounts of the Company and claims will be dealt as per the provisions of the IBC, post implementation of the approved Resolution plan and requisite accounting adjustments will be made in the Standalone Financial Statements. Hence, requisite accounting adjustments arising out of the claim verification and submission process, will be given effect to in subsequent periods post implementation of approved Resolution Plan.

In view of above, we are unable to comment on the completeness and appropriateness of the balances in relation to these subjected matters in the Standalone Financial Statements and consequential impact that the outcome of these matters may have on the Standalone Financial Statements and liabilities recognised so far.

(ii) We refer to Note No. 42(b) to the Standalone Financial Statements which states that pursuant to the order by Honble NCLT dated 22.07.2024 initiating commencement of Corporate Insolvency Resolution Process (CIRP) in Jaypee Cement Corporation Limited (JCCL) (a wholly owned subsidiary of the Company) and upheld by Honble NCLAT vide its order dated 30.05.2025 and appointment of an Interim Resolution Processional (IRP) in terms of the IBC, the debts which were transferred to the Company by JCCL as part of CRRP in earlier years are now transferred back to JCCL during the current year by the Company. Further, the company had filed claim towards amount receivables with Interim Resolution Professional of JCCL. The Company has investments in JCCL amounting to Rs. 2,692.36 crores, given corporate guarantee & shortfall undertaking amounting to Rs. 514.49 crores, given Bank Guarantee amounting to Rs. 65.34 crores and payables (net) to JCCL amounting to Rs. 719.54 crores. The Company has provided Impairment on investments made in JCCL amounting to Rs. 2,692.36 crores during the year. However, the Company has not ascertained/made any provision for corporate guarantee & shortfall undertaking and Bank Guarantee.

In view of above, we are unable to comment on the completeness and appropriateness of the balances in relation to these subjected matters in the Standalone Financial Statements and consequential impact that the outcome of these matters may have on the Standalone Financial Statements.

(iii) We refer to Note No. 13.4(b) to the Standalone Financial Statements which provides the Company has not made provision for interest payable on Foreign Currency Convertible Bonds (FCCB) for the year ended on 31.03.2025 amounting to Rs. 68.88 crores. Further, the company has also not made provision for Interest on FCCB till 31.03.2024 amounting to Rs. 311.55 crores. The note further states that requisite accounting adjustments for differential amounts between the claims of FCCB Holders and amount reflecting in Standalone Financial Statements will be made in the Standalone Financial Statements as per the provisions of the IBC, post implementation of the approved Resolution plan, if any.

In view of the above, we are unable to comment on consequential impact of the above subjected matters on the Standalone Financial Statements.

(iv) We refer to Note no. 47 to Standalone Financial Statements which describes matter related to order of cancellation of lease deeds of land located at Special Development Zone (SDZ) dated 12.02.2020 by Yamuna Expressway Industrial Development Authority (YEIDA),which has been upheld by Honble Allahabad High Court vide its Order dated 10.03.2025 whereby certain other directions were given in respect of Home Buyers, Financial Institutions, Sub Lessess etc. and directed refund of deposit along with interest. The said note further states that the Company has filed SLP against the said Honble Allahabad High Court order dated 10.03.2025 with the Honble Supreme Court. The Honble Supreme Court vide its order dated 19.05.2025has served notice to YEIDA for filing its response. YEIDA has since filed its response. The matter was last heard on 19.05.2025 with the directions that decision taken by YEIDA and committee formed by Allahabad High Court will not be given effect till next date of hearing, which is 29.07.2025. In view of the above and based on the legal opinion, the company has shown the Land and other Assets i.e. Race Track, Buildings etc. as Assets of the Company and balance amount payable by the Company to YEIDA as liability and no other impact pursuant to Honble Allahabad High Court Order dated 10.03.2025 including interest on deposit receivable by Company from YEIDA has been given in the financial statements during the pendency of the appeals before Honble Supreme Court.

In view of above, we are unable to comment on the completeness and appropriateness of the balances in relation to these subjected matters in the Standalone Financial Statements and consequential impact that the outcome of these matters may have on the Standalone Financial Statements.

(v) We have been informed that information in relation to the Corporate Insolvency Resolution Process (CIRP), including minutes of meetings of Committee of Creditors, and the outcome of procedures carried out by the RP as a part of the CIRP are confidential in nature and accordingly have not been provided to us.

Accordingly, we are unable to comment on the potential impact of the above subjected matters, if any, on the Standalone Financial Statements.

Material Uncertainty Related to Going Concern

We draw attention to Note no. 31 & 32 to the Standalone Financial Statements regarding the initiation of CIRP in respect of the Company under IBC and related matters. As such, management & operations of the company are managed by RP on a going concern basis as per provisions of IBC. The RP has published Form G inviting Expression of Interest for submission of Resolution Plan for the company on Going concern basis. Further, based on future cash flows, the Standalone Financial Statements of the company have been prepared on going concern basis but the outcome of events and processes initiated under CIRP cannot be presently ascertained including matters also listed hereinbefore. The companys ability to remain as going concern depends on the outcome of CIRP Therefore, these events indicate that a material uncertainty exists that may cast significant doubt on the companys ability to continue as a going concern.

Emphasis of Matter

We invite attention to:

1. Note no. 33 [d] (i) and (ii) to Standalone Financial Statements which describes details of demands raised by Competition Commission of India (CCI) and consequential appeals filed by the company.

2. Note no. 43 to Standalone Financial Statements regarding status of invocation of Corporate Guarantee and pledged shares of Bhilai Jaypee Cement Limited (BJCL) by Yes

Bank Limited against the term loan facilities granted to Jaypee Cement Corporation Limited (subsidiary of the company).

3. Note no. 49 to Standalone Financial Statements regarding status of Bank Guarantee invocation due to termination notice for Mandla North Coal Mine.

4. Note no. 51 to Standalone Financial Statements regarding recoverability of trade receivables on the basis of contractual tenability, progress of negotiations/ discussions/ arbitration/ litigations/ legal opinions.

5. Note no. 52 to Standalone Financial Statements which describes status of Entry Tax matters pending under appeals pertaining to the State of Madhya Pradesh and Himachal Pradesh.

6. Note no. 13.11 to Standalone Financial Statements which describes the status of less than hundred percent availability of security cover of Principal & Interest amount outstanding of Secured Non-Convertible Debentures in accordance with Regulation 54 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended.

7. Note No. 55[ii] to the Standalone Financial Statements which describes reclassification of Revenue and Expenses from Discontinued Operations to Continued Operations in the Standalone Financial Statements and consequent charging of depreciation on PPE of identified power and cement plants, based on decision of management and intimation of termination of agreements to Dalmia Cement (Bharat) Limited (DCBL) vide letter dated 14.02.2025 considering the clauses in relevant agreements and provisions of IBC.

8. Note no. 54 to the Standalone Financial Statements which describes the matter related to Ultratech Cement Limited pending before the Arbitral Tribunal and related matters.

9. Note no. 38 to the Standalone Financial Statements which describes the matter related to unfortunate accident at Srisailam Tunnel Project and consequent provision of Impairment of the balance written down value of the identified damaged/untraceable Equipments and estimates taken on the basis of current assessment and which may vary in future, based on final assessment and actual execution of the balance work.

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

The Company has been admitted into CIRP in terms of the provisions of the IBC vide Honble NCLT order dated 03.06.2024. The Interim Resolution Professional has been appointed as per the provisions of IBC, who was later confirmed as the Resolution Professional (RP). The powers of Board of Directors stand suspended as per provisions of IBC and such powers stands entrusted to and being exercised by the RP so appointed. The management & operations of the Company are being managed by RP on a Going Concern Basis as per provisions of IBC.

The RP of the Company is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (the Act) with respect to the preparation of these Standalone 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 Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. 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. This responsibility also includes compliance with the requirements of proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 and designing and implementing specific internal controls that audit trail feature was designed and operating effectively throughout the period of reporting.

In preparing the Standalone Financial Statements, the 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.

The RP and Management are also responsible for overseeing the Companys financial reporting process.

Auditors Responsibility for the Audit of the Standalone Financial Statements

Our responsibility is to conduct an audit of the Companys Standalone Financial Statements in accordance with Standards on Auditing (SAs) specified under Section 143(10) of the Act and to issue an auditors report. However, because of the significance of the matters described in the Basis for Disclaimer of Opinion section of this report, we were not able to obtain sufficient and appropriate audit evidence to provide a basis for an audit opinion on the Standalone Financial Statements.

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, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics.

Report on Other Legal and Regulatory Requirements

1. 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 Annexure A a statement on the matters specified in paragraphs 3 and 4 of the Order.

2. Further to our comments in the Annexure A, as required by Section 143(3) of the Act, based on our audit we report that:

a) As described in the Basis for Disclaimer of Opinion section of this report, we sought but were unable to obtain all the sufficient information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.

b) Except for the possible effects of the matter described in the Basis for Disclaimer of Opinion section of this report and for the matters stated in the paragraph j(vi) below, on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books.

c) Read with the matters described in Basis for Disclaimer of Opinion section of this report, the Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, Statement of Changes in Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the books of account.

d) Except for the possible effects of the matters described in the Basis for Disclaimer of Opinion section of this report, the aforesaid Standalone Financial Statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e) The matters described under the Basis for Disclaimer of Opinion, Material Uncertainty Related to Going Concern and Emphasis of Matter section of our report, in our opinion, may have an adverse effect on the functioning of the Company.

f) Regarding qualification/disqualification of Directors under Section 164 (2) of the Act as on 31.03.2025; the Company has been admitted into CIRP in terms of the provisions of the IBC vide Honble NCLT order dated 03.06.2024. The Interim Resolution Professional has been appointed as per the provisions of IBC, who was later confirmed as the Resolution Professional (RP). The powers of Board of Directors stand suspended as per provisions of IBC.

g) The reservation relating to the maintenance of accounts and other matters connected therewith are as stated in Basis for Disclaimer of Opinion section of this report, the paragraph (b) above on reporting under section 143(3)(b) of the Act and paragraph j(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.

h) 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 a Disclaimer of Opinion on the adequacy and operating effectiveness of the Companys Internal Financial Controls over financial reporting.

i) With respect to the other matters 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 to the best of our information and according to the explanations given to us, the remuneration paid by the company to its directors during the year, prior to commencement of CIRP is in accordance with the provisions of section 197 read with Schedule V of the Act. Thereafter, there are possible effects of matters described in basis of disclaimer of opinion section of this report, and the Company been admitted into CIRP in terms of the provisions of the IBC vide Honble NCLT order dated 03.06.2024. The Interim Resolution Professional been appointed as per the provisions of IBC, who was later confirmed as the Resolution Professional (RP) and powers of Board of Directors stand suspended as per provisions of IBC. Based on explanations and representations provided, post initiation of CIRP the directors salary is being paid as approved/ratified by CoC and RP in terms of section 28(1)(f) of IBC.

j) With respect to the other matters included in the Auditors Report in accordance with Rule 11 of the companies (Audit and Auditors) Rule, 2014, in our opinion and to the best of our information and according to the explanation given to us:

i. Except for the possible effects of the matters described in the Basis for Disclaimer of Opinion section of this report, the company has disclosed the impact of pending litigation as on 31st March 2025, on its financial position in its Standalone Financial Statements - Also Refer Note No. 33 to the Standalone Financial Statements.

ii. Except for the possible effects of the matters described in the Basis for Disclaimer of Opinion section of this report, the Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

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 on March 31,2025.

iv. (a) The management has represented to us that, to the best of managements knowledge and belief, other than as disclosed in the notes to the accounts, no funds 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 entities (Intermediaries), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(b) The management has represented to us that, to the best of managements knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been received by the company from any person or entity, including foreign entities (Funding Parties), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in 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) According to the information and explanations given to us and based on our examination of the records of the company, nothing has come to our notice that has caused us to believe that the representations made above in Point no. iv(a) and iv(b) contain any material misstatement.

v. The company has not declared or paid any dividend during the year.

vi. Based on our examination which included test checks, except for the instances mentioned below, the company 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 operated throughout the year for all relevant transactions recorded in the respective software:

• The audit trail feature was not enabled throughout the year for the relevant table at application level and there is no mapping performed to ensure completeness of audit trail on all applicable tables at application level for the software used for maintaining the books of accounts of the Company except Hotel Division of the Company;

• Privileged access to specific users to make direct changes to audit trail setting have been given for the software used for maintaining the books of accounts of the Company except Hotel Division of the Company; and

• The feature of recording audit trail (edit log) facility was not enabled for the software used for maintaining the books of accounts of Hotel Division of the Company. Consequently, there was no audit trail maintained for transactions recorded in the software used for maintaining the books of accounts of the Hotel Division of the Company for the whole year.

Further, for the software where audit trail (edit log) facility was enabled and operated throughout the year for the respective accounting software, we did not come across any instance of the audit trail feature being tampered with.

Additionally, the audit trail, to the extent maintained ,has been preserved by the Company as per statutory requirements for record retention.

ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements section of our report on Standalone Financial Statements to the Members of Jaiprakash Associates Limited of even date)

i. In respect of the Companys Property, Plant and Equipment and Intangible Assets:

(a) (A) According to the information and explanations given to us and the records examined by us. the Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment. The situation of the moveable assets used in the construction activities keeps on changing from works sites depending upon requirements for a particular contract.

(B) According to the information and explanations given to us and the records examined by us, the Company has maintained proper records showing full particulars of Intangible Assets.

(b) A substantial portion of Property, Plant and Equipment has been physically verified by the management during the year and in our opinion the frequency of verification is reasonable having regard to the size of the company, the nature of its assets. According to the information given to us and to the best of our knowledge, no material discrepancies were noticed on such physical verification.

(c) According to the information and explanations given to us and the records examined by us, we report that, other than the immovable properties acquired on amalgamations with the Company as per schemes approved by the Honble High Courts in earlier years as reported below, the title deeds, comprising the immovable property of Land, are held in the name of company as at the balance sheet date.

Description of property Gross carrying value (Rs. in Lakhs) Held in the name of Whether promoter, director or their relative or employee Period held (i.e., dates of capitalisation provided in range) Reason for not being held in the name of company
Freehold Land 3.16 Jaiprakash Associates Pvt. Ltd. No March 2004 For certain properties acquired through amalgamation / merger, the change in the name of the Company is pending
Freehold Land 267.43 Jaiprakash Enterprises Ltd. No May 2009
Freehold Land 155.59 Jaiprakash Industries Ltd. No March 2004
Freehold Land 58.43 Jaypee Hotels Ltd. No May 2009
Freehold Land 549.19 Jaypee Rewa Cement Ltd. No Feb 2001
Leasehold Land 251.58 Jaiprakash Associates Pvt. Ltd. No March 2004
Leasehold Land 121.81 Jaiprakash Enterprises Ltd. No May 2009
Leasehold Land 415.61 Jaiprakash Industries Ltd. No March 2004
Leasehold Land 4,029.69 Jaypee Greens Ltd. No August 2006
Leasehold Land 58.13 Jaypee Rewa Cement Ltd. No Feb 2001
Leasehold Land 139,321.63 JPSK Sports Pvt. Ltd. No September 2015
Leasehold Land 16,696.65 Mussoorie Hotels Ltd. No August 2006
Leasehold Land 222.81 Siddharth Inter -Continental Hotels (India) Ltd. No May 2009
Building 2,181.15 Jaiprakash Associates Pvt. Ltd. No March 2004
Building 2,255.78 Jaiprakash Enterprises Ltd. No May 2009
Building 756.29 Jaiprakash Industries Ltd. No March 2004
Building 4,022.72 Jaypee Greens Ltd. No August 2006
Building 69.06 Jaypee Hotels Ltd. No May 2009
Building 59,370.39 JPSK Sports Pvt. Ltd. No September 2015
Building 43,529.27 Mussoorie Hotels Ltd. No August 2006
Building 2,774.96 Siddharth Inter -Continental Hotels (India) Ltd. No May 2009

(d) According to the information and explanations given to us and the records examined by us, the company has not revalued its Property, Plant and Equipment (including Right of Use assets) or intangible assets during the year.

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

ii. In respect of the Companys Inventory:

(a) According to the information and explanations given to us, the Inventory, except for goods-in-transit, has been physically verified by the management at reasonable intervals during the year. In our opinion, the coverage and procedure of such verification by the management is appropriate. According to the information and explanations given to us and the records examined by us, no discrepancies of 10% or more in the aggregate for each class of inventory were noticed on physical verification.

(b) According to the information and explanations given to us and the records examined by us, the accounts of the company with the lenders are Non- Performing Assets (NPA) and no working capital limit is sanctioned or renewed during the year on the basis of security of current assets. Accordingly, the reporting under paragraph 3(ii)(b) of the Order is not applicable to the company.

iii. According to the information and explanations given to us and the records examined by us, during the year the company has not made any investments in, provided any guarantee or security, or granted any loans or advances in the nature of loans, secured or unsecured, to companies, firms, Limited Liability Partnerships, or any other parties.

Therefore, the reporting under paragraph 3(iii) of the Order is not applicable to the company.

iv. According to the information and explanations given to us and the records examined by us, the Company has generally complied with the provisions of Sections 185 and 186 of the Act, with respect to the loans given, investments made, guarantees given and security provided except interest free unsecured loan given to Himalyan Expressway Limited (a wholly owned subsidiary) before commencement of Companies Act, 2013.

v. In our opinion and according to the information and explanations given to us and the records examined by us, the company as not accepted deposits or amounts which are deemed to be deposits during the year. The company generally complied with the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013.

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 section 148 of the Act, and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained.

vii. (a) In our opinion and according to the information and explanations given to us and the records examined by us, undisputed statutory dues including Goods and Services Tax, Provident Fund, Employees State Insurance, Income-tax, Sales tax, Service tax, Customs Duty, Excise Duty, Value Added Tax, Cess, and any other statutory dues, as applicable have not been regularly deposited with the appropriate authorities and there have been significant delays in a large number of cases. Undisputed amounts payable in respect thereof, which were outstanding on the last day of the financial year for a period of more than six months from the date they became payable as follows:

Name of the Statue Nature of the statue Arrears overdue for more than six months (Rs. in Lakhs) Period to which the amount relates (In years) Due date for making the payment to the appropriate authority (In years) Date of Payment Remarks, if any
BOCW Act, 1996 BOCW CESS 331.76 2011 to 2014 & 2018-19 2011 to 2014 & 2018-19 -
Chhattisgarh VAT ACT 2005 Chhattisgarh VAT 391.33 2004-05, 2005-06, 2006-07, 2007-08 2019-20 -
Goods & Service Tax Act India 2017 GST 3,161.33 2023-24, 2024-25 2023-24, 2024-25 21.05.2025 & 30.05.2025 Rs. 3,155 lakhs paid
Goods & Service Tax Act India 2017 Interest on GST 1,828.47 2017-18, 2018-19, 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25 2017-18, 2018-19, 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25
HP VAT ACT 2005 HP VAT 983.17 2016-17, 2017-18 2021-22, 2022-23 - -
Madhya Pradesh VAT Act, 2002 CST@10% 49.04 2023-24 2023-24 -
Income Tax Act, 1961 TDS&TCS 50.84 2024-25 2024-25 -
Income Tax Act, 1961 Interest on TDS 102.99 2023-24, 2024-25 2023-24, 2024-25
Provident Fund Act,1925 & ESI Act, 1948 PF & ESI 1,180.45 2021-22, 2022-23, 2023-24, 2024-25 2021-22, 2022-23, 2023-24, 2024-25
Provident Fund Act,1925 & ESI Act, 1948 Interest on PF 1,528.17 2021-22, 2022-23, 2023-24, 2024-25 2021-22, 2022-23, 2023-24, 2024-25
The Electricity Act, 2003 Electricity Duty 7,782.19 2014-15, 2015-16, 2016-17, 2017-18, 2018-19, 2019-20 2014-15, 2015-16, 2016-17, 2017-18, 2018-19, 2019-20, 2020-21
The Electricity Act, 2003 Interest on Elec- tricity Duty 7,554.76 2014-15, 2015-16, 2016-17, 2017-18, 2018-19, 2019-20, 2020-21,2021-22, 202-23, 2023-24, 2024-25 2014-15, 2015-16, 2016-17, 2017-18, 2018-19, 2019-20, 2020-21,2021-22, 202- 23, 2023-24, 2024-25
Mines and Mineral (Development and Regulation) Act, 1957 Royalty 2,843.19 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25
Mines and Mineral (Development and Regulation) Act, 1957 Interest on Royalty 2,195.10 2018-19, 2019-20, 2020-21,2021-22, 2022-23,2023-24, 2024-25 2018-19, 2019-20, 2020-21,2021-22, 2022-23,2023-24, 2024-25
Mines and Mineral (Development and Regulation) Act, 1957 DMF 2,215.89 2017-18, 2018-19, 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25 2017-18, 2018-19, 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25
Mines and Mineral (Development and Regulation) Act, 1957 Interest on DMF 1,229.51 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25
Mines and Mineral (Development and Regulation) Act, 1957 NMET 82.01 2018-19, 2019-20, 2020-21,2021-22, 2022-23, 2023-24, 2024-25 2018-19, 2019-20, 2020-21,2021-22, 2022-23, 2023-24, 2024-25
Mines and Mineral (Development and Regulation) Act, 1957 Interest on NMET 49.65 2017-18, 2018-19, 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25 2017-18, 2018-19, 2019-20, 2020-21, 2021-22, 2022-23, 2023-24, 2024-25
The Uttar Pradesh Tax on Entry of Goods Act, 2000 Interest on Entry Tax 601.30 2003-04 to 2011-12 2003-04 to 2011-12
UP VAT Act, 2008 VAT 20.72 2012-13, 2013-14 2012-13, 2013-14
Total 34,181.87

Further, the company has not reversed the GST input tax credit as required under Rule 37(2) of CGST Rules, 2017 in GST returns. Consequently, there will be financial liability on account of such non-reversal of GST Input tax credit. However, the amount and period for the same is not ascertainable.

(b) According to the information and explanations given to us and the records examined by us, the Company has following dues in respect of Central Excise, Income Tax, Entry Tax, Custom Duty, TDS, Service Tax and Value Added Tax and any other statutory dues which has not been deposited on account of any dispute:

Name of Statute Nature of dues Forum where dispute is pending Period to which amount relates Amount (Rs. In Lakhs)
Demands under Central Excise Act, 1944 Excise duty, Interest & Penalty Commissionerate 2008-2016 2,068.89
High court 1997-2002, 2004-05, 2005-2009 782.75
Supreme Court 2007-2012 1,726.28
Demands under Sales Tax/ Value Added Tax (VAT) Sales Tax, VAT, Interest and Penalty Commissionerate 2001-02 to 2017-18 2,050.35
Appellate Authorities Tribunal 2004-05,2006-07 to 2017-18 247.07
High court 2001-2008, 2009-2019 4,402.72
Supreme Court 2001-2008 9,029.24
Demands under Entry Tax Entry Tax and Interest Commissionerate 2000-2001,2014-2018 469.11
Appellate Authorities Tribunal 2006-07, 2007-08, 2010- 11 to 2012-13, 2014-15 353.25
High court 2001-2002, 2003-04 to 2017-18 21,302.74
Demands Under Finance Act 1994 (Service Tax) Service Tax and Interest Appellate Authorities Tribunal 2010-2011 to 2014-2016 567.09
Demands under Customs Act, 1962 Custom duty & Penalty Appellate Authorities Tribunal 2005-2006 72.50
Commissionerate 2003-2009, 2012-13 13,104.64
Demands under Goods & Service tax Act, 2017 GST, Interest & Penalty Commissionerate 2017-18 to 2020-21, 2024-25 4,555.28
Appellate Authorities Tribunal 2017-18 to 2024-25 2,195.46
Demands under Income Tax Act, 1961 Tax & Interest NFAC AY 2012-13, 2014-15, 2016-17, 2018-19 to 2021-22 17,290.24
Demands under Delhi Municipal Corporation Act, 1957 Tax, TDS, &Interest High court 2004-2005 to 2021-2022 352.12
Demands under Indian Stamp Act, 1899 Stamp Duty High court 2005-2006, 2008-2009 5,879.29
Demands under Madhya Pradesh Rural Infrastructure and Road Development Act, 2005 Rural Infrastructure Tax Supreme Court 2005-06 to 2021-22 788.05
Demands under Madhya Pradesh Electricity Duty Act, 1949 Electricity Duty High court 2006-07 to 2011-12 25,518.05
Demands under Madhya Pradesh Electricity Duty Act, 1949 - JRP Electricity Duty High court 1991-92 to 2001-02 1,844.71
Demands under Madhya Pradesh Irrigation Act, 1931 Water Cess Commissionerate 1986 to 2016 1,119.37
Demands under Himachal Pradesh Taxation (on Certain Goods Carried by Road) Act, 1999 CGCR Tax Supreme Court 2009-10 to 2016-17 7,221.33
Total 1,22,940.53

Note: Above figures are net of amount deposited under protest. However, the above amounts are without reducing Bank Guarantees.

viii. According to the information and explanations given to us and the records examined by us, there are no such transactions which are not recorded in the books of account and 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) In our opinion and according to the information and explanations given to us and the records examined by us, the company has defaulted in repayment of principal and interest to banks, financial institutions& privately placed debenture holders wherein the period of delay ranges from 1 to 3164 days. During the year, the Company has received intimation from National Asset Reconstruction Company Limited (NARCL) dated 11.03.2025 regarding assignment of loans of various lenders under the provisions of SARFAESI Act 2002 (refer Note no. 13.1 to the Standalone Financial Statements).

Details of overdue principal repayments and overdue interest on borrowings from banks, financial institutions & privately placed debenture holders including loans assigned to ARCs amounting to Rs. 2,46,415 Lakhs and Rs. 2,97,055 lakhs respectively reflected in Note No. 13 and Note No. 16 to the Standalone Financial Statements which were outstanding as of 31st March 2025 are given below:

Nature of borrowing including debt securities Name of lender Amount not paid on due date (Rs. in Lakhs) Whether principal or interest No. of days delay or unpaid Remarks, if any
FCCB 64,755 Principal 1 to 2373 -
Term Loan (CP1) NARCL 16,651 Principal 1 to 912 -
Term Loan (CP1) Asset Care & Reconstruction Enterprise Ltd (Karnataka Bank Ltd) 65 Principal 1 to 912 -
Term Loan (CP1) L & T Infrastructure Fin Co Limited 82 Principal 1 to 912 -
Term Loan (CP1) Lakshmi Vilas Bank 160 Principal 1 to 912 -
Term Loan (CP1) Yes Bank Limited 1,365 Principal 1 to 912 -
Term Loan (CP1) ECB- USD 250 Mn - Bank of Baroda 10 Principal 1 to 912 -
Cash Credit NARCL 11,375 Principal 1 to 2373 -
Term Loan NARCL 20,463 Principal 1 to 2465 -
Term Loan Asset Care & Reconstruction Enterprise Ltd (Karnataka Bank Ltd) 1,810 Principal 1 to 2373 -
Term Loan Lakshmi Vilas Bank 76 Principal 1 to 2373 -
Term Loan Yes Bank Limited 2,305 Principal 1 to 2373 -
Term Loan ECB- USD 250 Mn - Bank of Baroda 104 Principal 1 to 2373 -
Working Capital Demand Loan Yes Bank Limited 8,000 Principal 1 to 2100 -
Funded Interest Term Loan NARCL 24,321 Principal 1 to 2373 -
Funded Interest Term Loan Asset Care & Reconstruction Enterprise Ltd (Karnataka Bank Ltd) 718 Principal 1 to 2373 -
Funded Interest Term Loan Lakshmi Vilas Bank 36 Principal 1 to 2373 -
Funded Interest Term Loan Yes Bank Limited 1,305 Principal 1 to 2373 -
Funded Interest Term Loan ECB- USD 250 Mn - Bank of Baroda 38 Principal 1 to 2373 -
BG Devolved NARCL 15,732 Principal 1 to 2851 -
Overdraft NARCL 9,702 Principal 1 to 2860 -
Bill Discounting NARCL 805 Principal 1 to 2799 -
Land deferred payment YEIDA 66,537 Principal 1 to 2373 -
Total (A) 2,46,415
FCCB Interest 1 to 2008 Refer Our Disclaimer of Opinion
Term Loan (CP1) NARCL 55,028 Interest 1 to 2403 -
Term Loan (CP1) Asset Care & Reconstruction Enterprise Ltd (Karnataka Bank Ltd) 227 Interest 1 to 2403 -
Term Loan (CP1) L & T Infrastructure Fin Co Limited 278 Interest 1 to 2403 -
Term Loan (CP1) Lakshmi Vilas Bank 566 Interest 1 to 2403 -
Term Loan (CP1) Yes Bank Limited 5,034 Interest 1 to 2403 -
Term Loan NARCL 1,21,311 Interest 1 to 2373 -
Term Loan Asset Care & Reconstruction Enterprise Ltd (Karnataka Bank Ltd) 3,957 Interest 1 to 2646 -
Term Loan Lakshmi Vilas Bank 184 Interest 1 to 2250 -
Term Loan Yes Bank Limited 5,495 Interest 1 to 2281 -
Working Capital Demand Loan Yes Bank Limited 7,837 Interest 1 to 2312 -
Funded Interest Term Loan NARCL 14,272 Interest 1 to 2281 -
Funded Interest Term Loan Asset Care & Reconstruction Enterprise Ltd (Karnataka Bank Ltd) 478 Interest 1 to 2646 -
Funded Interest Term Loan Lakshmi Vilas Bank 18 Interest 1 to 2250 -
Funded Interest Term Loan Yes Bank Limited 854 Interest 1 to 2281 -
Cash Credit NARCL 7,093 Interest 1 to 2281 -
BG Devolved NARCL 17,133 Interest 1 to 2097 -
Overdraft NARCL 8,527 Interest 1 to 3164 -
Overdraft Asset Care & Reconstruction Enterprise Ltd (Yes Bank Ltd) 320 Interest 1 to 2101
Bill Discounting NARCL 718 Interest 1 to 2799 -
Land deferred payment YEIDA 47,725 Interest 1 to 1642 -
Total (B) 2,97,055
Grand Total (C) = (A)+(B) 5,43,470

Note: The amount and period of default has been computed in accordance with the Comprehensive Re-organization and Restructuring Plan (CRRP) of 2017, wherever applicable. However, the Company has been undergoing CIRP in terms of the provisions of IBC (refer Note no. 31 to the Standalone Financial Statements and Basis for Disclaimer of Opinion section of this report).

(b) In our opinion and according to the information and explanations given to us, the company has not been declared a willful defaulter by any bank or financial institution or government or any government authority.

(c) According to the information and explanations given to us and the records examined by us, the company has not taken any term loan during the year and there are no unutilised term loans at the beginning of the year and hence, reporting under clause reporting under clause 3(ix)(c) of the order is not applicable to the company.

(d) According to the information and explanations given to us, and the procedures performed by us, and on an overall examination of the Standalone Financial Statements of the company, no funds raised on short- term basis have been used for long-term purposes by the company.

(e) According to the information and explanations given to us and on an overall examination of the Standalone 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, associates, or joint ventures.

(f) According to the information and explanations given to us and procedures performed by us, the company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures, or associate companies.

x. (a) The company has not raised money by way of an initial public offer or further public offer (including debt instruments) during the year.

(b) According to the information and explanations give to us and the records examined by us, the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully or partially or optionally convertible) during the year and hence reporting under clause 3(x)(b)is not applicable to the company.

xi. (a) According to the information and explanations given to us and the records examined by us, no fraud by the company and no fraud on the company has been noticed or reported during the year except by one employee, holding the position of Executive in the Front Office, collected customer payments in his personal account instead of the designated company account aggregating to Rs. 38.53 lakh for which the Company has initiated legal proceedings and filed a case in the Mussoorie Civil Court.

(b) According to the information and explanations given to us and the records examined by us, during the year no report under sub-section (12) of section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.

(c) As represented to us by the management, there are no whistle blower complaints received by the company during the year.

xii. In our opinion and according to the information and explanations given to us, the companyis not a Nidhi Company. Therefore, the reporting under paragraph 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 and the records examined by us, all transactions with the related parties prior to admission of company in IBC were in compliance with sections 177 and 188 of the Act where applicable and subsequently, on commencement of IBC proceedings, the powers of Board of Directors stood suspended, as per provisions of IBC,as such all payments for transactions with related parties were made with approval by CoC on recommendation of RP and details of transactions with related parties have been disclosed in the Standalone Financial Statements as required by the applicable accounting standards.

xiv. (a) In our opinion and according to the information and explanations given to us, the company has an internal audit system commensurate with the size and nature of its business.

(b) We have considered the internal audit reports of the company issued till date, for the period under audit.

xv. In our opinion and according to the information and explanations given to us, 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) In our opinion and according to the information and explanations given to us, the company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.

(b In our opinion and according to the information and explanations given to us, the company has not conducted any Non-Banking Financial or Housing Finance activities.

(c) In our opinion and according to the information and explanations given to us, the company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India.

(d) In our opinion and according to the information and explanations given to us, the Group has noCIC as part of the Group.

xvii. In our opinion and according to the information and explanations given to us and the records examined by us, the company has incurred following cash losses in the financial year and in the immediately preceding financial year:

Financial Year Amount (Rs. in lakhs)
2024-25* 1,30,977
2023-24 2,44,479

*Subject to our disclaimer of opinion on the Standalone Financial Statements.

xviii. There has been no resignation of the statutory auditors during the year and accordingly this clause 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 realization of financial assets and payment of financial liabilities, other information accompanying the Standalone Financial Statements, our knowledge of the RP 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 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 in accordance with the provisions of IBC. 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. In our opinion and according to the information and explanations given to us and the records examined by us, no amount was required to be spent by the company on the activities of CSR, as per provisions of Companies Act, 2013. Accordingly, the reporting under paragraph 3(xx) of the Order isnot applicable to the company.

xxi. The reporting under clause 3(xxi) of the order is not applicable in respect of the audit of the Standalone Financial Statements. Accordingly, no comment in respect of the said clause has been included in this report.

ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT

(Referred to in paragraph 2(f) under Report on Other Legal and Regulatory Requirements section of our report on Standalone Financial Statements to the Members of Jaiprakash Associates Limited of even date)

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

We were engaged to auditthe Internal Financial Controls over Financial Reporting of JAIPRAKASH ASSOCIATES LIMITED (the Company) as of March 31,2025, 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 Management of the company 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 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 its business, including adherence to 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 Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit conducted in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the Guidance Note) issued by the Institute of Chartered Accountants of India and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both issued by the Institute of Chartered Accountants of India.

However, because of the significance of the matters described in the Basis for Disclaimer of Opinion paragraph below, we were not able to obtain sufficient and appropriate audit evidence to provide a basis for an audit opinion on the Companys Internal Financial Controls over Financial Reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A companys Internal Financial Control Over Financial

Reporting 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 Over Financial Reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of 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.

Basis for Disclaimer of Opinion

According to the information and explanations given to us and based on our audit, the Company does not have an appropriate internal controls system in respect of supervisory and review controls over process with respect to:

1. Recognition of differential liabilities relating to claims of creditors including lenders in books of accounts which result in non-recognition of complete and appropriate balances in relation to these subjected matters in the Standalone Financial Statements.

2. Determining of provision for corporate guarantee & shortfall undertaking and Bank Guarantee and recognition of complete and appropriate balances in relation to these subjected matters in the Standalone Financial Statements.

3. Recognition of liabilities relating to interest Payable on Foreign Currency Convertible Bonds (FCCB) in books of accounts which result in non-recognition of such interest liability.

4. Matter related to cancellation of lease deeds of land located at Special Development Zone (SDZ) dated12.02.2020 by Yamuna Expressway Industrial Development Authority (YEIDA) and completeness and appropriateness of the balances in relation to these subjected matters in the Standalone Financial Statements.

5. Determination of reversal of GST Input Tax Credit as required under Rule 37(2) of CGST Rules, 2017 and reporting of reversal of GST Input Tax Credit in GST Returns which will result in financial liability.

Disclaimer of Opinion

Because of the significance of the matter described in the Basis for Disclaimer of Opinion paragraph above, we are unable to obtain sufficient appropriate audit evidence to provide a basis for our opinion whether the Company had adequate Internal Financial Controls Over Financial Reporting and whether such Internal Financial Controls Over Financial Reporting were operating effectively as at 31st March 2025. Accordingly, we do not express an opinion on Companys Internal Financial Controls Over Financial Reporting.

We have considered the disclaimer reported above in determining the nature, timing, and extent of audit tests applied in our audit of the Standalone Financial Statements

of the Company for the year ended on 31st March 2025, and disclaimer has affected our opinion on the Standalone Financial Statements of the Company, and we have issued a disclaimer of opinion on the Standalone Financial Statements.

For DASS GUPTA & ASSOCIATES
CHARTERED
ACCOUNTANTS
Firm Registration No. 000112N
(CA NAVEEN ND GUPTA)
PARTNER
Date: 30.06.2025 Membership No. 093777
Place: Noida UDIN: 25093777BMJKHT1745

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