jaypee infratech ltd Auditors report


TO THE MEMBERS OF JAYPEE INFRATECH LIMITED Report on the Standalone financial statements

We have audited the accompanying Standalone financial statements of Jaypee Infratech Limited ("the Company"), which comprise the Balance Sheet as at March 31st, 2022, 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 a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements").

Opinion

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 Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2022, the loss and total comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis of Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under section 143(10) of the Act (SAs). 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 independence 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 audit opinion on the standalone financial statements.

Emphasis of Matter We invite attention to:

1. Note no. 39 to Standalone Financial Statements which described the Corporate Insolvency Resolution Process of the Company under Insolvency and Bankruptcy Code, 2016 (‘the Code) and related matters. Honble Supreme Court vide its order dated 24th March 2021 stipulates completion of Corporate Insolvency Resolution Process within specified time limit. The process is underway as on date of report and consequently, effect in the financial statements will be given once the process is complete.

2. Note no. 67 to Standalone Financial Statements which provides that the balances of creditors, debtors, lenders, YEIDA (Yamuna Expressway Industrial Development Authority), advances paid/received, and other liabilities appearing in the balance sheet are subject to balance confirmation. The management is in the process of obtaining the respective confirmations in the due course.

Our opinion on the Standalone Financial Statements is not modified in respect of above stated matters.

Material Uncertainty Related to Going Concern

We draw attention to Note No. 2(b) to the standalone financial statements regarding the status of Corporate Insolvency Resolution Process of the Company under Insolvency and Bankruptcy Code, 2016 (‘the Code) and related matters which also provides that resolution plan received from Suraksha Group has been approved by Committee of Creditors ("CoC") and objections were filed by various parties against approved resolution plan. The same is pending for adjudication with Honble NCLT, Principal Bench, Delhi. Currently, operations of the company are managed by Interim Resolution Professional. These events indicate that a material uncertainty exists that may cast significant doubt on the companys ability to continue as a going concern.

The above assessment of the Companys ability to continue as going concern is by its nature considered as a key audit matter in accordance with SA 701. In relation to the above key audit matter, our audit work included, but was not limited to, the following procedures:

a) Obtaining an understanding of the managements process for identifying all events or conditions that may cast significant doubt over the companys ability to continue as a going concern and a process to assess the corresponding mitigating factors existing against each such event or condition. Also, obtained an understanding around the methodology adopted by the Company to assess their future business performance including the preparation of a cash flow forecast for the business;

b) Evaluating the design and tested the operating effectiveness of key controls around aforesaid identification of events or conditions and mitigating factors, and controls around cash flow projections prepared by the management;

c) Obtaining from the management, its projected cash flows for the next twelve months basis their future business plans;

d) Assessing the methodology used by the management to estimate the cash flow projections including the appropriateness of the key assumptions in the cash flow projections for next 12 months by considering our understanding of the business and past performance of the Company apart from discussing these assumptions with the management and the Audit Committee; and

e) Assessing that the disclosures made by the management are in accordance with the applicable accounting standards.

Our opinion on the Standalone Financial Statements is not modified in respect of above stated 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 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.

In addition to the matters described in the Material Uncertainty Related to Going Concern section, we have determined the matters described below to be the key audit matters to be communicated in our report.

Key Audit Matters How the matter was addressed in our audit
1. Assessment in respect of cost estimates
Estimated cost is a critical estimate to determine cost to be recognised and provision for onerous obligations. This estimate has a high inherent uncertainty as it requires consideration of progress of the contract, costs incurred till date, costs required to complete the remaining contract performance obligations. We have considered these as Key Audit Matter as it requires significant management judgment, including accounting estimates that involves high estimation uncertainty. Our audit included but was not limited to the following procedures:
• Perform analytical procedures and test of details for reasonableness of cost incurred and estimated cost;
• For cost incurred to date, testing samples to appropriate supporting documents;
• Obtained and review the balance cost to complete report used by the management for determining total cost;
• Performing analytical procedures for reasonableness of cost recognised;
• Performing analytical procedures for reasonableness of onerous provision recognised; and
• Evaluating the appropriateness and adequacy of the disclosures related to cost and onerous provision in the financial statements in accordance with the applicable accounting standards.
2. Evaluation of uncertain direct and indirect tax positions Our audit included but was not limited to the following procedures:
The Company has material uncertain direct and indirect tax positions including matters under dispute which involves significant judgment to determine the possible outcome of these disputes. The Company has disputes pending at various levels of tax authorities over the past several years, as on March 31, 2022 the company has total such disputed demands amounting to Rs. 1,760 Crores. • We have evaluated the appropriateness of the design and tested the operating effectiveness of the managements controls over the tax litigation matters;
• Obtained details of completed tax assessments and demands during the year ended March 31,2022 from Management;
• We reviewed the managements underlying assumptions in estimating the tax provision and the possible outcome of the disputes;
• Additionally, we considered the effect of the outcomes of the Appellate Orders received during the year in respect of uncertain tax positions as at April 1, 2021 to evaluate whether any change was required to managements position on these uncertainties.;
We have considered these as Key Audit Matter as it requires significant management judgment, including accounting estimates that involves high estimation uncertainty. • We have verified the orders from tax and appellate authorities for the previous year and relied on management judgements in evaluating the tax provisions for the Current Financial Year;
• Further we have relied upon the management judgements and estimates for possible outflow and opinion of legal advisors/internal experts of the company in relations to such disputed tax positions; and
• Assessed the appropriateness of the disclosure made in the financial statements.

Information Other than the Standalone Financial Statements and Auditor?s Report Thereon

The Companys Management is responsible for the preparation of the other information. The other information comprises the information included in the Boards Report including Annexures to

Boards Report, Management Discussion and Analysis/ Business Responsibility Report/Corporate Governance and Shareholders Information, but does not include the standalone financial statements and our auditors report thereon. The above-referred information is expected to be made available to us after the date of this audit 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 the other information is materially inconsistent with the standalone financial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take appropriate actions necessitated by the circumstances and the applicable laws and regulations.

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

The company has been undergoing Corporate Insolvency Resolution Process ("CIRP") in terms of the provisions of the Insolvency & Bankruptcy Code, 2016 ("IBC") vide order dated

09.08.2017 and 14.08.2018 passed by the Honble National Company Law Tribunal ("NCLT") Allahabad read with order dated

09.08.2018 passed by the Honble Supreme Court of India in Writ Petition (Civil) No. 744/2017 and order dated 06.11.2019 passed by the Honble Supreme Court of India in the matter of Jaiprakash Associates Ltd. & Anr. Vs. IDBI Bank Ltd. & Anr. As per Section 20 of the Insolvency Code, management & operations of the Company were being managed by Interim Resolution Professional (IRP) Mr. Anuj Jain, on a Going Concern Basis.

Honble Supreme Court of India vide its order dated 24.03.2021 has directed the IRP to complete the CIRP within the extended time of 45 days by inviting modified/fresh resolution plans from Suraksha Realty Limited along with Lakshdeep Investments and Finance Private Limited ("Suraksha Group") and NBCC Ltd (NBCC) only. Pursuant to the directions of Honble Supreme Court of India, IRP invited fresh/modified Resolution Plan from Suraksha Group and NBCC who submitted their bids on 07.04.2021. Upon discussion of said resolution plans in CoC from time to time, both applicants have revised their bids. The CoC approved the Resolution Plan submitted by Suraksha Group on 23.06.2021. Interim Resolution Professional filed the Resolution Plan of Suraksha Group with Honble National Company Law Tribunal (NCLT), New Delhi on 07.07.2021. The hearing is continuing on regular basis. At present, the matter is pending before Honble NCLT Principal Bench Delhi for adjudication.

IRP is currently managing the operations of the company and Standalone Financial Statements have been prepared on going concern basis.

The Companys management 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.

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.

The Management is responsible for overseeing the Companys financial reporting process.

Auditor?s Responsibility 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 financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls 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.

• 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 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 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 1. As required by Section 143(3) of the Act, 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) In our opinion 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) The Balance Sheet and 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) In our opinion, 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) On the basis of the written representations received from the non independent directors of the company as on 31st March, 2022, pending to be taken on record by the Board of Directors of the company as it is under Corporate Insolvency Resolution Process, none of the non independent directors is disqualified as on 31st March, 2022 from being appointed as a director in terms of Section 164 (2) of the Act.

f) With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure A". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys Internal Financial Controls with reference to financial statements.

g) 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, no remuneration paid by the Company to its directors during the year.

h) 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. The company has disclosed the impact of pending litigation on its financial position in its standalone financial statements - Refer Note No. 41 to the standalone financial statements;

ii. 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 31,2022;

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 mis-statement.

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

2. 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 B" a statement on the matters specified in paragraphs 3 and 4 of the Order.

ANNEXURE "A" TO THE INDEPENDENT AUDITOR?S REPORT (Referred to in paragraph 1(f) under ‘Report on Other Legal and Regulatory Requirements? section of our report to the Members of Jaypee Infratech Limited of even date)

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

We have audited the Internal Financial Controls with reference to financial statements of JAYPEE INFRATECH LIMITED ("the Company") as of March 31,2022 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management?s Responsibility for Internal Financial Controls

The company has been undergoing Corporate Insolvency Resolution Process ("CIRP") in terms of the provisions of the Insolvency & Bankruptcy Code, 2016 ("IBC") vide order dated

09.08.2017 and 14.08.2018 passed by the Honble National Company Law Tribunal ("NCLT") Allahabad read with order dated

09.08.2018 passed by the Honble Supreme Court of India in Writ

Petition (Civil) No. 744/2017 and order dated 06.11.2019 passed by the Honble Supreme Court of India in the matter of Jaiprakash Associates Ltd. & Anr. Vs. IDBI Bank Ltd. & Anr. As per Section 20 of the Insolvency Code, management & operations of the Company were being managed by Interim Resolution Professional (IRP) Mr. Anuj Jain, on a Going Concern Basis.

Honble Supreme Court of India vide its order dated 24.03.2021 has directed the IRP to complete the CIRP within the extended time of 45 days by inviting modified/fresh resolution plans from Suraksha Realty Limited along with Lakshdeep Investments and Finance Private Limited ("Suraksha Group") and NBCC Ltd (NBCC) only. Pursuant to the directions of Honble Supreme Court of India, IRP invited fresh/modified Resolution Plan from Suraksha Group and NBCC who submitted their bids on 07.04.2021. Upon discussion of said resolution plans in the CoC from time to time, both applicants have revised their bids. The CoC approved the Resolution Plan submitted by Suraksha Group on 23.06.2021. Interim Resolution Professional filed the Resolution Plan of Suraksha Group with Honble National Company Law Tribunal (NCLT), New Delhi on 07.07.2021. At present, the matter is pending before Honble NCLT Principal Bench Delhi for adjudication. The hearing is continuing on regular basis.

IRP is currently managing the operations of the company and Standalone Financial Statments have been prepared on going concern basis.

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 with reference to financial statements 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 with reference to financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls with reference to financial statements (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. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate Internal Financial Controls with reference to financial statements was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the Internal Financial Controls with reference to financial statements and their operating effectiveness. Our audit of Internal Financial Controls with reference to financial statements included obtaining an understanding of Internal Financial Controls with reference to financial statements, 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 judgment, 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 financial statements.

Meaning of Internal Financial Controls with reference to financial statements

A companys Internal Financial Controls with reference to financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A companys Internal Financial Controls with reference to financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of 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 financial statements

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

Opinion

In our opinion, the Company, have in all material respects, an adequate Internal Financial Controls with reference to financial statements and such Internal Financial Controls with reference to financial statements were operating effectively as at 31st March 2022, 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 with reference to financial statements issued by the Institute of Chartered Accountants of India.

ANNEXURE "B" TO THE INDEPENDENT AUDITOR?S REPORT (Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory Requirements? section of our report to the Members of Jaypee Infratech 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.

(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 the title deeds, comprising the immovable property of Land, are held in the name of company as at the balance sheet date.

(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, 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, 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 for financial assistance availed by Jaiprakash Associates Limited, the holding company, from its lenders. (Refer Note No. 45 of the standalone financial statements.)

v. In our opinion and according to the information and explanations given to us and the records examined by us, the company has 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. However, there have been delays in repayment of matured public deposits aggregating to Rs. 11,551.62 Lakhs (including interest) which had matured for repayment before the balance sheet date. The public deposit holders, being the financial creditors are a part of the CoC as per Insolvency code and the repayment thereof is incumbent upon successful resolution plan for the Company.

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 been generally regularly deposited with the appropriate authorities and there have been no delays in a large number of cases. There were no arrears of such dues at the yearend which have remain outstanding for a period of more than six months from the date they became payable.

(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 which has not been deposited on account of any dispute:

Nature of Statute Nature of Dues Period to which amount relates Forum where dispute in pending Amount (in Rs. Lacs)
Income Tax (TDS) Income Tax AY 2011-12 Allahabad High Court 0.45
Income Tax (TDS) Income Tax AY 2012-13 Allahabad High Court 0.44
Income Tax (TDS) Income Tax AY 2013-14 Allahabad High Court 0.44
Income Tax (TDS) Income Tax AY 2014-15 Allahabad High Court 0.44
Income Tax Income Tax and Interest AY 2012-13 CIT (Appeals) 1,43,014.35
Income Tax Income Tax and Interest AY 2013-14 CIT (Appeals) 14,585.24
Service Tax Penalty & Interest July, 2010-June, 2012 CESTAT Allahabad 3,467.03
Service Tax Tax July, 2012 - March, 2015 CESTAT Allahabad 3,378.89
Service Tax Penalty July, 2012 - March, 2015 CESTAT Allahabad 3,652.85
Service Tax Tax April, 2015 - June, 2017 Commissioner, CGST (Noida) 346.85
Service Tax Tax July, 2012 - June, 2017 Commissioner (Appeals), Noida 160.00
Service Tax Penalty July, 2012 - June, 2017 Commissioner (Appeals), Noida 172.97
Service Tax Penalty July, 2012 - June, 2017 Commissioner (Appeals), Noida 0.10
Value Added Tax Penalty AY 2014-15 Additional Commissioner (Appeal) Grade - II, Noida, Commercial Tax 172.06
Value Added Tax Tax AY 2015-16 Additional Commissioner (Appeal) Grade - II, Noida, Commercial Tax 1,063.57
Value Added Tax Penalty AY 2015-16 Additional Commissioner (Appeal) Grade - II, Noida, Commercial Tax 2,127.14
Value Added Tax Tax AY 2015-16 Additional Commissioner (Appeal) Grade - II, Noida, Commercial Tax 1.21
Value Added Tax Tax AY 2015-16 Additional Commissioner (Appeal) Grade - II, Noida, Commercial Tax 5.90
Value Added Tax Tax AY 2017-18 Additional Commissioner (Appeal) Grade - II, Noida, Commercial Tax 471.54
Total 172,621.47

Note: Above figures are net of amount deposited under protest.

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 2394 days.

Details of overdue principal repayments and overdue interest on borrowings from banks, financial institutions & privately placed debenture holders amounting to Rs. 2,67,574 Lakhs and Rs. 9,96,397 lakhs respectively reflected in Note no. 24 & Note no. 26 to the standalone financial statements which were outstanding as at 31st March, 2022 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
Term Loan IDBI Bank-Tranche I 10,600 Principal 1 to 1550 As per agreements with respective banks/financial institutions subject to final outcome of CIRP (Refer Note No. 19 of the standalone financial statements.).
Term Loan IDBI BANK-TRANCHE II 13,950 Principal 1 to 820
Term Loan IDBI BANK - RTL-A 15,750 Principal 1 to 1550
Term Loan IDBI BANK - RTL-B 10,000 Principal 1 to 1915
Term Loan IIFCL Tranche II 4,050 Principal 1 to 820
Term Loan LIC-TRANCHE A 30,000 Principal 1 to 2394
Term Loan LIC-TRANCHE C 9,429 Principal 1 to 2190
Term Loan CORPORATION BANK-TRANCHE I 10,600 Principal 1 to 1550
Term Loan CORPORATION BANK-TRANCHE II 1,350 Principal 1 to 820
Term Loan CORPORATION BANK-RTL- B 7,000 Principal 1 to 1915
Term Loan STATE BANK OF PATIALA - I 10,600 Principal 1 to 1550
Term Loan STATE BANK OF PATIALA - A 4,500 Principal 1 to 1550
Term Loan STATE BANK OF PATIALA - B 7,000 Principal 1 to 1915
Term Loan SYNDICATE BANK -TRANCHE I 13,250 Principal 1 to 1550
Term Loan SYNDICATE BANK-RTL-B 7,000 Principal 1 to 1915
Term Loan BANK OF MAHARASTRA - TRANCHE-I 13,250 Principal 1 to 1550
Term Loan BANK OF MAHARASTRA RTL-B 7,000 Principal 1 to 1915
Term Loan ICICI BANK -RTL-A 13,500 Principal 1 to 1550
Term Loan UNION BANK OF INDIA -TRANCHE-I 10,600 Principal 1 to 1550
Term Loan UNION BANK OF INDIA--RTL-B 7,000 Principal 1 to 1915
Term Loan STATE BANK OF HYDERABAD-TRANCHE-I 7,950 Principal 1 to 1550
Term Loan STATE BANK OF HYDERABAD-RTL A 4,500 Principal 1 to 1550
Term Loan STATE BANK OF HYDERABAD-RTL B 4,490 Principal 1 to 1915
Term Loan IFCI LIMITED -RTL-A 10,350 Principal 1 to 1550
Term Loan THE J&K BANK -TRANCHE-I 10,600 Principal 1 to 1550
NCD AXIS BANK LIMITED NCDS -11% 21,195 Principal 1 to 1551
Term Loan SREI EQUIPMENT FINANCE LIMITED-II 2,060 Principal 1 to 1597
Total Principal Overdue (A) 267,574
Term Loan IDBI Bank-Tranche I 23,419 Interest 1 to 1977 As per agreements with respective banks/financial institutions subject to final outcome of CIRP (Refer Note No. 19 of the standalone financial statements.)
Term Loan IDBI BANK-TRANCHE II 375,381 Interest 1 to 2069
Term Loan IDBI BANK - RTL-A 43,934 Interest 1 to 1977
Term Loan IDBI BANK - RTL-B 13,094 Interest 1 to 1977
Term Loan IIFCL Tranche II 104,460 Interest 1 to 2069
Term Loan LIC-TRANCHE A 39,282 Interest 1 to 2312
Term Loan LIC-TRANCHE C 35,780 Interest 1 to 2312
Term Loan CORPORATION BANK-TRANCHE I 25,139 Interest 1 to 2251
Term Loan CORPORATION BANK-TRANCHE II 37,859 Interest 1 to 2282
Term Loan CORPORATION BANK-RTL- B 11,408 Interest 1 to 2313
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
Term Loan STATE BANK OF PATIALA - I 21,187 Interest 1 to 2100
Term Loan STATE BANK OF PATIALA - A 11,535 Interest 1 to 2100
Term Loan STATE BANK OF PATIALA - B 7,641 Interest 1 to 2100
Term Loan SYNDICATE BANK -TRANCHE I 28,821 Interest 1 to 2251
Term Loan SYNDICATE BANK-RTL-B 8,681 Interest 1 to 2282
Term Loan BANK OF MAHARASTRA - TRANCHE-I 32,881 Interest 1 to 2251
Term Loan BANK OF MAHARASTRA RTL-B 10,152 Interest 1 to 2282
Term Loan ICICI BANK -RTL-A 27,935 Interest 1 to 1735
Term Loan UNION BANK OF INDIA -TRANCHE-I 23,490 Interest 1 to 2260
Term Loan UNION BANK OF INDIA--RTL-B 8,588 Interest 1 to 2290
Term Loan STATE BANK OF HYDERABAD-TRANCHE-I 14,527 Interest 1 to 1977
Term Loan STATE BANK OF HYDERABAD-RTL A 10,537 Interest 1 to 1977
Term Loan STATE BANK OF HYDERABAD-RTL B 4,468 Interest 1 to 1977
Term Loan IFCI LIMITED -RTL-A 38,495 Interest 1 to 2161
Term Loan THE J&K BANK -TRANCHE-I 24,020 Interest 1 to 2251
NCD AXIS BANK LIMITED NCDS -11% 10,942 Interest 1 to 1765
Rupee Term Loan SREI EQUIPMENT FINANCE LIMITED-II 2,739 Interest 1 to 1658
Total Interest Overdue (B) 996,397
Total Principal and Interest Overdue (C) = (A) + (B) 1,263,981

(b) In our opinion and according to the information and explanations given to us, the company has not been declared 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, term loans have been applied for the purpose for which they were obtained. Further, the company has not received any term loan during the year.

(d) According to the information and explanations given to us, and the procedures performed by us, and on an overall examination of the 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 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 moneys by way of 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 material fraud on the company has been noticed or reported during the year.

(b) According to the information and explanations given to us and the records examined by us, no report under subsection (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 company is not a Nidhi Company. Therefore, 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 are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions 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 no CIC 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.)
2021-22 2081,55,88,597
2020-21 1786,25,61,513

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 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 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. 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, reporting under paragraph 3(xx) of the Order are not applicable to the company.

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

For DASS GUPTA & ASSOCIATES
CHARTERED ACCOUNTANTS
Firm Registration No. 000112N
(CA PANKAJ MANGAL)
Date: 25th May 2022 PARTNER
Place: Noida Membership No. 097890
UDIN: 22097890AJPCQL8688