Nuvoco Vistas Corporation Ltd Auditor Reports

To the Members of

Nuvoco Vistas Corporation Limited

Report on the Audit of the Standalone Financial Statements
OPINION

We have audited the accompanying standalone financial
statements of Nuvoco Vistas Corporation Limited (the
"Company"), which comprise the Balance Sheet as at March
31, 2024, and the Statement of Profit and Loss including
Other Comprehensive Income, Statement of Changes in
Equity and Statement of Cash Flows for the year then ended,
and notes to the standalone financial statements, including
material accounting policy information and other explanatory
information (hereinafter referred to as the "standalone financial
statements").

In our opinion and to the best of our information and according
to the explanations given to us, the aforesaid standalone financial
statements give the information required by the Companies Act,
2013 (the "Act") in the manner so required and give a true and
fair view in conformity with the Indian Accounting Standards
prescribed under section 133 of the Act read with 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 31,2024, and its
profit including other comprehensive income, changes in equity
and its cash flows for the year ended on that date.

BASIS FOR OPINION

We conducted our audit of the standalone financial statements
in accordance with the Standards on Auditing (SAs) specified
under section 143(10) of the Act. Our responsibilities under
those Standards are further described in the Auditors
Responsibilities for the Audit of the Standalone Financial
Statements section of our report. We are independent of the
Company in accordance with the Code of Ethics issued by the
Institute of Chartered Accountants of India ("ICAI") together with
the ethical requirements that are relevant to our audit of the
standalone financial statements under the provisions of the Act
and the Rules thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and the
Code of Ethics. We believe that the audit evidence obtained by
us is sufficient and appropriate to provide a basis for our opinion.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our professional
judgment, were of most significance in our audit of the
standalone financial statements for the year ended March 31,
2024. 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. We have determined the matters described
below to be the key audit matters to be communicated in our
report.

Sr. Key Audit Matter No	How the Key Audit Matter was addressed in our audit
1 Recognition, Measurement and Presentation of Litigations, Claims receivable and Contingent Liabilities:	Our audit procedures in respect of this area included but not limited to the following:
(a) Claim receivable under the Industrial Promotional Assistance scheme related to Mejia Cement Plant:	1. Understood the process, evaluated the design and implementation of controls and tested the operating effectiveness of the Companys controls over the approval, recording and re-assessment of uncertain legal positions, litigations, claims and contingent liabilities.
The Company has an outstanding litigation with respect to Claims receivable from Government of West Bengal under the West Bengal Incentive Scheme 2004. Outstanding claim receivable as at March 31,2024 amounts to 427.14 Crores (Gross) In FY 2022-23, considering the lapse of time and uncertainty about the timing of the recovery of incentive amount, the Company has recorded a provision for time value of money amounting to 238.22 crores determined on the basis of Expected Credit Loss methodology as per Ind AS 109 Financial Instruments. [Refer Note 55 to the standalone financial statements].	2. Obtained an understanding of the nature of litigations pending against the Company by reading the minutes of the meetings of Board of Directors and discussing the developments during the year for key litigations with Head of Legal and Compliance and with other Senior Management personnel.
(b) Contingent liabilities and other litigations:	3. Verified the completeness of the litigations and claims by examining, on a test check basis, the Companys legal expenses.
The Company operates in multiple jurisdictions, exposing it to a variety of different laws, regulations, and interpretations thereof. In such an environment, there is an inherent risk of litigation.	4. Evaluated managements assessment of determination of provision for time value of money determined on the basis of expected credit loss methodology, evaluated the reasonableness of expected credit loss amount and assessed whether the requirements of applicable accounting principles have been complied.
Further, the Company has disclosed significant open legal cases with respect to Competition Appellate Tribunal (COMPAT) [Refer Note 48(c) to the standalone financial statements], and other material contingent liabilities [Refer Note 48 to the standalone financial statements].	5. Involved our internal tax experts to challenge the Management judgement and rationale with respect to tax provisions not made in the books of account or disclosed as contingent liability or cases where outflow of resources is remote and do not warrant any disclosure.
Given the complexity and magnitude of potential exposures to the Company, the assessment of the existence of legal or constructive obligation and analysis of the probability of the related outflow of resources involves significant judgement by the management.	6. Read the correspondence from Court authorities and considered legal opinion obtained by the Management from external law firms to evaluate the basis for recognition of fiscal incentives receivable and the basis for recognising expected credit loss towards the contingent claims in the standalone financial statements. We also tested the independence, objectivity and competence of such management experts involved.
Due to the level of judgement and uncertainty involved in assessing and estimating the amounts of fiscal incentive receivable, the amount of provisions to be recognised towards contingent claims and the related disclosure of contingent liabilities required as per relevant standards, this is considered to be a key audit matter.	7. Obtained direct legal confirmations for significant matters from the law firms handling such matters to corroborate managements conclusions.
	8. We also considered the adequacy and completeness of the Companys disclosures made in relation to litigations, claims receivable and contingent liabilities as per applicable accounting standards.

 

2 Revenue Recognition: Discounts and Rebates: Refer to the disclosures related to Revenue recognition in Note 39 to the standalone financial statements.	Our audit procedures, in respect of this matter included but not limited to the following:
The Company records revenue net of such discounts and rebates as required under Ind AS 115- Revenue from contracts with customers. The Company sells cement in various states through its dealers. The Company gives various types of discounts and rebates to these dealers through various scheme based on the market conditions and competition.	1. Verified whether accounting policy adopted by the Company is in accordance with Ind AS 115 - Revenue from contracts with customers.
Due to the Companys presence across different marketing regions within the country and the competitive business environment, the estimation of the various types of discounts and rebates to be recognized based on sales made during the year is material and considered to be judgmental and involve significant estimation by the management, therefore this is considered to be a key audit matter.	2. Performed procedures to understand the process and assess the design and implementation of and tested the operating effectiveness of the controls on test check basis related to the calculation, approval, recording and payments of rebates and discounts and the estimates for the year end provisions in accordance with the discount schemes approved by the Head of Department.
	3. Re-calculated the discounts and rebates for certain schemes on test check basis to verify the estimated amount computed by the management.
	4. Verified on test check basis, the subsequent payments made against the year-end provision and also verified the actual payments made against the previous year provision to test the reasonableness of the management estimation process.
	5. Verified any reversal/ utilisation of discounts and rebates during the year and analysed the rationale for the same to check the appropriateness of provisions.
	6. Verified on a test check basis, manual journal entries posted to revenue to identify unusual items and examining the underlying documentation.
	7. Verified the ageing for the discount payables under the schemes outstanding at the year end.
	8. Evaluated the appropriateness of the disclosures made in the financial statement in relation to rebates and discounts as required by applicable accounting standards.

 

3 Ready Mix Concrete Cash Generating Unit (RMX CGU) Goodwill annual impairment assessment:	Our key audit procedures, in respect of this matter included but not limited to the following:
The Company carries goodwill related to Ready Mix Concrete Cash Generating Unit (RMX CGU) in its standalone balance sheet as at March 31, 2024. (Refer Note 5 of the standalone financial statements). In terms of Ind AS 36 Impairment of Assets, the carrying amount of the RMX CGU (including goodwill) is compared with the recoverable amount of the RMX CGU. In determining the fair value/ value in use of RMX CGU units, the Company has applied significant judgment in estimating future revenues, operating profit margins, long-term growth rate and discount rates. The carrying value of goodwill is tested annually for impairment. The Company performed its annual impairment test of goodwill and determined that there was no impairment. Key assumptions concerning the impairment test are disclosed in Note 5 to the standalone Ind AS financial statements.	1. Obtained an understanding from the Management with respect to processes and design and implementation of and tested the operating effectiveness of the controls exercised by the Company to perform annual impairment test related to Goodwill.
Due to the magnitude of the carrying value of goodwill and significant judgments involved in performing impairment test, this matter has been identified as Key Audit Matter.	2. Obtained the impairment analysis model from the Management and reviewed their calculations and the basis of their conclusions.
	3. Verified the inputs used in the Model by examining the underlying data and validating the future projections by comparing past projections with actual results, including discussions with management.
	4. Assessed the reasonableness of the assumptions used and appropriateness of the valuation methodology applied. Tested the discount rate and long-term growth rates used in the forecast including comparison to economic and industry forecasts where appropriate.
	5. Performed sensitivity analysis on the key assumptions to assess potential impact of downside in the underlying cash flow forecasts and assessed the possible mitigating actions identified by the Management.
	6. Compared the recoverable amount as determined by the Management with the carrying amount of the RMX CGU (including goodwill) to evaluate impairment, if any.
	7. Assessed and validated the adequacy and appropriateness of the disclosures made by the management is in accordance with Ind AS 36 Impairment of Assets.

INFORMATION OTHER THAN THE STANDALONE FINANCIAL
STATEMENTS AND AUDITORS REPORT THEREON

The Companys Board of Directors is responsible for the other
information. The other information comprises the Boards report
and Management discussion and Analysis etc but does not
include the standalone financial statements and our auditors
report thereon.

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

In connection with our audit of the standalone financial
statements, our responsibility is to read the other information
and, in doing so, consider whether the other information is
materially inconsistent with the standalone financial statements
or our knowledge obtained in the audit or otherwise appears to
be materially misstated. If, based on the work we have performed,
we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing
to report in this regard.

RESPONSIBILITIES OF MANAGEMENT AND BOARD
OF DIRECTORS FOR THE STANDALONE FINANCIAL
STATEMENTS

The Companys Management and Board of Directors is
responsible for the matters stated in section 134(5) of the Act
with respect to the preparation of these standalone financial
statements that give a true and fair view of the financial position,
financial performance, 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. 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 statement 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, the
Management and Board of Directors are responsible for assessing
the Companys ability to continue as a going concern, disclosing,
as applicable, matters related to going concern and using the
going concern basis of accounting unless the Board of Directors
either intends to liquidate the Company or to cease operations,
or has no realistic alternative but to do so.

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

AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE
STANDALONE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about
whether the standalone financial statements as a whole are free
from material misstatement, whether due to fraud or error, and
to issue an auditors report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with SAs will always detect a
material misstatement when it exists. Misstatements can arise
from fraud or error and are considered material if, individually
or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of
these standalone financial statements.

We give in "Annexure A" a detailed description of Auditors
responsibilities for Audit of the Standalone Financial Statements.

OTHER MATTER

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 B" a statement on the matters
specified in paragraphs 3 and 4 of the Order, to the extent
applicable.

2. As required by Section 143(3) of the Act, 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 it
appears from our examination of those books except
for the matters stated in the paragraph (g)(vi) below
on reporting under Rule 11(g).

(c) The Balance Sheet, the Statement of Profit and
Loss including other comprehensive income, the
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.

(e) On the basis of the written representations received
from the directors as on March 31, 2024, taken on
record by the Board of Directors, none of the directors
are disqualified as on March 31, 2024 from being
appointed as a director in terms of Section 164 (2) of
the Act.

(f) The reservation relating to the maintenance of
accounts and other matters connected therewith
are as stated in paragraph (b) above on reporting
under Section 143(3)(b) and paragraph h(vi) below on
reporting under Rule 11(g).

(g) With respect to the adequacy of the internal financial
controls with reference to standalone financial
statements of the Company and the operating
effectiveness of such controls, refer to our separate
Report in "Annexure C".

(h) With respect to the other matters to be included in
the Auditors Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014, in
our opinion and to the best of our information and
according to the explanations given to us:

i. The Company has disclosed the impact of
pending litigations on its financial position in its
standalone financial statements - Refer Note 48
& 55 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 were no amounts which were required
to be transferred to the Investor Education and
Protection Fund by the Company.

iv. (1) The Management has represented that,

to the best of its knowledge and belief,
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(s) or entity(ies), including
foreign entities ("Intermediaries"), with
the understanding, whether recorded in
writing or otherwise, that the Intermediary
shall, 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.

(2) The Management has represented, that,
to the best of its knowledge and belief, no
funds have been received by the Company
from any person(s) or entity(ies), including
foreign entities (Funding Parties), with
the understanding, whether recorded in
writing or otherwise, as on the date of
this audit report, that the Company shall,
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.

(3) Based on the audit procedures performed
that have been considered reasonable
and appropriate in the circumstances,
and according to the information and
explanations provided to us by the
Management in this regard nothing has
come to our notice that has caused us to
believe that the representations under
sub-clause (i) and (ii) of Rule 11(e) as
provided under (1) and (2) above, contain
any material mis-statement.

v. The Company has neither declared nor paid any
dividend during the year.

vi. Based on our examination, the Company has
used an accounting software for maintaining its
books of account during the year ended March
31 2024 which has a feature of recording audit
trail (edit log) facility. However, the audit trail
feature was not enabled at the database level
during the year in respect of the accounting
software to log any direct data changes as
described in Note 60 to the Standalone Financial
Statements.

Further, the audit trail facility has been operated
throughout the year for all relevant transactions recorded
in the accounting software except at the database level, as
stated above.

Further, during the course of our examination, we did not
come across any instance of the audit trail feature being
tampered with in the accounting software.

3. In our opinion, according to information, explanations
given to us, the remuneration paid by the Company to
its directors is within the limits laid prescribed under
Section 197 read with Schedule V of the Act and the rules
thereunder.

Place: Mumbai	For M S K A & Associates
Date: April 30, 2024	Chartered Accountants
	ICAI Firm Registration No. 105047W
	Siddharth Iyer
	Partner
	Membership No. 116084
	UDIN: 24116084BKCOAJ9790

ANNEXUREA

To the Independent Auditors Report on even date on the Standalone Financial Statements of Nuvoco Vistas Corporation Limited

AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE
STANDALONE FINANCIAL STATEMENTS

As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism
throughout the audit. We also:

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

• Obtain an understanding of internal control relevant to
the audit in order to design audit procedures that are
appropriate in the circumstances. Under section 143(3)

(i) of the Act, we are also responsible for expressing our
opinion on whether the company has adequate internal
financial controls with reference to standalone financial
statements 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 and Board of
Directors.

• Conclude on the appropriateness of management and Board
of Directors use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a
material uncertainty exists related to events or conditions
that may cast significant doubt on the Companys ability to
continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our
auditors report to the related disclosures in the standalone
financial statements or, if such disclosures are inadequate,
to modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditors

report. However, future events or conditions may cause the
Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content
of the standalone financial statements, including the
disclosures, and whether the standalone financial
statements represent the underlying transactions and
events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding,
among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought
to bear on our independence, and where applicable, related
safeguards.

From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the standalone financial statements
for the year ended March 31, 2024, 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.

ANNEXUREB

To Independent Auditors Report of even date on the Standalone Financial Statements of Nuvoco Vistas Corporation Limited for
the year ended march 31, 2024

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

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

(b) Property, Plant and Equipment, investment property and right of use assets were physically verified by the management according to a phased programme designed to cover all items over a period of 3 years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the programme, a portion of Property, plant and equipment, investment property and right of use assets have been physically verified by Management during the year. No material discrepancies were noticed on such verification.

(c) According to the information and explanations given to us, the title deeds of immovable properties (other than properties where the Company is the lessee and the lease agreements are duly executed in favour of the lessee) as disclosed in the standalone financial statements are held in the name of the Company, except for

Sr. No. Description of Property	Gross carrying value (Amount in Crores)	Held in the name of	Whether promoter, director or their relative or employee	Period held	Reason for not being held in name of Company
1 Freehold Land	16.38	Sidhi Vinayak Cement Private Limited	No	2019-20	Pursuant to the Honble High Court of Gujarat Order dated June 2, 2015, Sidhi Vinayak Cement Private Limited has been amalgamated along with its Nimbol Cement Plant with Nirma Limited. Subsequently, pursuant to the Orders of the Honble NCLT, Ahmedabad and Mumbai dated November 25, 2019, and January 9, 2020 said Nimbol Cement Plant got demerged under the scheme of arrangement from Nirma Limited and merged into the Company. Transfer of name under Government records of the above title deeds related to Lands situated at Nimbol Cement Plant are under progress.
2 Freehold Land	0.46	Nirma Limited	No	2019-20
3 Freehold Land	0.43	Nirma Limited & Sidhi Vinayak Cement Private Limited	No	2019-20
4 Freehold Land	27.38	Lafarge Aggregate and Concrete India Private Limited	No	2014-15	Pursuant to the Honble High Court of Bombay Order dated February 13, 2015, Lafarge Aggregate and Concrete India Private Limited has been amalgamated with the Company, however, transfer of name under Government records are under progress.
5 Leasehold Land	7.10	Lafarge Aggregate and Concrete India Private Limited	No	2014-15

(d) According to the information and explanations given to us, the Company has not revalued its property, plant and Equipment
(including right-of-use-assets) and intangible assets during the year. Accordingly, the provisions stated under clause 3(i)(d) of
the Order are not applicable to the Company.

(e) According to the information and explanations given to us, no proceeding has been initiated or pending against the Company
for holding benami property under the Benami Transactions (Prohibition) Act, 1988, as amended and rules made thereunder.
Accordingly, the provisions stated under clause 3(i)(e) of the Order are not applicable to the Company.

(a) The inventory (excluding stocks with third parties and stocks-in-transit) has been physically verified by the management
during the year. In respect of inventory lying with third parties, these have substantially been confirmed by them and in
respect of goods in transit, the goods have been received subsequent to the year end. In our opinion, the frequency, coverage
and procedure of such verification is reasonable and appropriate, having regard to the size of the Company and the nature of
its operations. The discrepancies noticed on physical verification of inventory as compared to book records were not 10% or
more in aggregate for each class of inventory.

ii. (b) During the year the Company has been sanctioned working capital limits in excess of 5 crores in aggregate from Banks /

financial institutions on the basis of security of current assets. Based on the records examined by us in the normal course of
audit of the standalone financial statements, quarterly returns / statements filed with such Banks/ financial institutions are in
agreement with the books of accounts of the Company.

iii. (a) According to the information explanation provided to us, the Company has provided loans or advances in the nature of loans

to other entities. During the year the Company has not stood guarantee and provided security to any other entity.

(A) The details of such loans or advances to Joint Ventures is as follows:

Particulars	Loans
Aggregate amount granted/provided during the year
- Joint Ventures	0.01
Balance Outstanding as at balance sheet date in respect of above cases
- Joint Ventures	2.72

(B) The details of such loans, advances, guarantee or security(ies) to parties other than Subsidiaries, Joint ventures and
Associates are as follows:

	Advances in the nature of loans
Aggregate amount granted/provided during the year - Others	1.13
Balance Outstanding as at balance sheet date in respect of above cases - Others	4.09

iii. (b) According to the information and explanations given to us and based on the audit procedures performed by us, we are of the opinion that the investments made and the terms and conditions in relation to grant of all loans and advances in the nature of loan and investments made are not prejudicial to the interest of the Company. However, the loan and interest has been fully provided for in the standalone financial statements with respect to Joint Venture amounting to 2.72 Crores. During the year, the Company has not provided guarantees or securities to firms, limited liability partnerships or any other parties.

iii. (c) In respect of loans and advances in the nature of loan given to joint venture are repayable on demand. During the year, the Company has not demanded such loans or interest. Accordingly, in our opinion the repayments of principal amounts and receipts of interest are regular [Refer reporting under clause 3(iii)(f) below].

iii. (d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no overdue amount remaining outstanding as at the balance sheet date as the loans and advances in the nature of loans are repayable on demand and the Company has not demanded such loans and advances during the year.

iii. (e) According to the information explanation provided to us, the loans or advances in the nature of loan granted is repayable on demand and the same has not been demanded by the Company during the year. In the current year, loan given to subsidiary amounting to 1,229.50 Crores has been converted to equity shares during the year.

iii. (f) According to the information explanation provided to us, the Company has granted loans/advances in the nature of loans repayable on demand or without specifying any terms or period of repayment. The details of the same are as follows:

	All Parties	Promoters	Related Parties
Aggregate amount of loans/ advances in nature of loans - Repayable on demand (A)	2.72 Crores	Nil	2.72 Crores
- Agreement does not specify any terms or period of repayment (B)	Nil	Nil	Nil
Total (A+B)	2.72 Crores	Nil	2.72 Crores
Percentage of loans/ advances in nature of loans to the total loans	39.95%	0%	39.95%

iv. According to the information and explanations given to us, there are no loans, investments, guarantees, and security in respect of which provisions of sections 185 of the Actis accordingly, the provisions stated under clause 3(iv) of the Order to that extent is not applicable to the Company. Further, according to the information and explanations given to us, provisions of sections 186 of the Act in respect of loans, investments and, guarantees, and security have been complied with by the Company.

v. According to the information and explanations given to us, the Company has neither accepted any deposits from the public nor any amounts which are deemed to be deposits, within the meaning of Sections 73, 74, 75 and 76 of the Act, and the rules framed there under. Accordingly, the provisions stated under clause 3(v) of the Order is not applicable to the Company. Also, there are no amounts outstanding as on March 31,2024, which are in the nature of deposits.

vi. Pursuant to the rules made by the Central Government of India, the Company is required to maintain cost records as specified under Section 148(1) of the Act, in respect of its products. We have broadly reviewed the same, and are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete.

vii. (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, undisputed statutory dues including goods and services tax, provident fund, employees state insurance, income-tax, sales- tax, service tax, duty of customs, duty of excise, value added tax, cess, and other statutory dues have been regularly deposited by the Company with appropriate authorities in all cases during the year. There are no undisputed amounts payable in respect of Goods and Services tax, provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, cess, and other statutory dues in arrears as at March 31, 2024, outstanding for a period of more than six months from the date they became payable.

vii. (b) According to the information and explanation given to us and examination of records of the Company, details of statutory dues referred to in sub-clause (a) above which have not been deposited as on March 31,2024, on account of any dispute, are as follows:

Name of the statute	Nature of dues	Amount ( In crores)	Period to which the amount relates	Forum where dispute is pending	Remarks, if any
The Central Excise Act 1944	Disallowance of Cenvat credit on goods/services	16.26	2003-2004 to 2017-2018	Various Appellate Authorities	Amount is net of payment made under protest of 0.43 Crores.
The Central Excise Act 1944	Excise Duty/ Additional excise duty on Not For Retail (NFR) sales	4.90	2008-2009 to 2011-2012	Various Appellate Authorities
The Central Excise Act 1944	Other excise dues	9.66	2006-2007 to 2017-2018	Various Appellate Authorities
The Central Sales Tax Act,1956	Central Sales Tax	0.06	2007-2008, 2010-2011, 2012-2013, 2015-2016	Various Appellate Authorities	Amount is net of payment made under protest of 0.04 Crores.
Various State Sales Tax Act	Sales Tax	2.92	1999-2000 to 2002-2003, 2013-2014 to 2015-2016	Various Appellate Authorities	Amount is net of payment made under protest of 5.50 Crores.
Various State VAT Tax Act	Value Added Tax	17.02	2010-2011 to 2017-2018	Various Appellate Authorities	Amount is net of payment made under protest of 10.97 Crores.
The Customs Act, 1961	Customs Duty	14.44	1996-1997	Assistant Commissioner Customs, Mumbai
Finance Act 1994	Service Tax liability on income earned from own your wagon Scheme	0.82	2005-2006 to 2011-2012 and 2017-2018	Various Appellate Authorities
Finance Act 1994	Service Tax liability on VSAT charges	1.65	2010-2011 to 2015-2016	Addl. Commissioner, Kolkata
Finance Act 1994	Service Tax liability on reverse charge on DMF & NMET	0.54	2016-2017 to 2017-2018	Commissioner (Appeals), Jodhpur	Amount is net of payment made under protest of 0.06 Crores.
Finance Act 1994	Service Tax liability on reverse charge	0.05	2016-2017 to 2017-2018	CESTAT, Delhi	Amount is net of payment made under protest of 18,600.
SGST Act 2017	Transitional credit of VAT into SGST	0.05	2017-18	Deputy Commissioner, State Tax	Amount is net of payment made under protest of 0.06 Crores.
IGST Act 2017	Imposition of Tax and Penalty	0.06	2018-2019	Deputy Commissioner SGST	Amount is net of payment made under protest of 29,144.
SGST Act 2017	Transitional credit of entry tax into CGST		2017-2018	Senior Joint Commissioner, SGST	Amount in dispute amounts to 45,160
Entry tax	Disputed demand in respect of Entry Tax by various tax authorities	32.28	2000-2001 to 2004-2005, 2006-2007 to 2016-2017	Various Appellate Authorities	Amount is net of payment made under protest of 10.84 Crores.
GST Act 2017	Denial of ITC on ineligible input	1.19	2017-18 to 2020-2021	Assistant Commissioner, Hyderabad Rural STU-2	Amount is net of payment made under protest of 0.01 Crores.
GST Act 2017	Denial of ITC on ineligible input and difference in Outward Liability	1.56	2018-2019	Proper Officer, Chennai
GST Act 2017	Delayed payment of GST under reverse charge on Environment cess and Infrastructure Development Cess	3.81	2017-2022	Commissioner (Preventive), Chhattisgarh
GST Act 2017	Reversal of ITC & Non Payment of RCM		2017-2018	Proper Officer, Orissa	Amount is net of payment made under protest of 0.03 Crores.
GST Act 2017	Transitional credit of secondary and higher secondary education cess into CGST	0.03	2017-2018	Proper Officer, Jharkhand
GST Act 2017	Ineligible ITC, interest and penalty on short payment of GST on RCM	0.20	2018-2019	Proper Officer, Orissa
GST Act 2017	Ineligible ITC, interest and penalty on non payment of GST on RCM	0.52	2017-2018	Proper Officer, Orissa	Amount is net of payment made under protest of 0.03 Crores.
GST Act 2017	Ineligible ITC, interest and penalty on ineligible ITC	92.29	2017-2018 to 2021-2022	Various Appellate Authorities
Income Tax Act, 1961	Income Tax	60.47	2012-2013	Income Tax Appellate	Amount is net of payment made of 33.32 Crores For the stated amount, a stay has been obtained from the jurisdictional AO
Income Tax Act, 1961	Income Tax	5.18	2018-19	CIT (A)
Income Tax Act, 1961	Income Tax	0.12	2006-07	CIT (A)
Income Tax Act, 1961	Income Tax	0.21	2007-08	CIT (A)
Income Tax Act, 1961	Income Tax	51.90	2012-13	CIT (A)
Income Tax Act, 1961	Income Tax	24.45	2020-21	CIT (A)
Land Tax	Land Tax	13.37	2007-2014	Supreme Court	Challenged Land Tax levied by Rajasthan Govt. on Mineral bearing land.
Land Tax	Land Tax	12.92	2020-2021	Rajasthan High Court	Imposition of Land Tax in CCP & NCP
Electricity	Levy of cess on generation of electricity through DG sets challenged	2.23	2006-2021	Supreme Court
Conversion Charges	Conversion charges	0.50	2017-2018	Chittorgarh District Court	Conversion charges regarding agricultural lands converted for Industrial usage
Electricity	Cross Subsidy Dispute with CSPDCL, Chhattisgarh	12.38	2013-2014	Chhattisgarh High Court
Mines - Development Surcharge	Development Surcharge	15.91	2012-2013 to 2022-2023	Supreme Court	Development Surcharge (Environment & Health Cess) for limestone extracted from CCP Mines
Mines - Development Surcharge & Infra Development Cess	Development Surcharge & Infra Development Cess	2.77	2013-2014	Supreme Court	Challenge of Levy of Health & Environment Development Cess on Royalty by Govt. of Rajasthan

viii. According to the information and explanations given to us, there are no transactions which are not accounted in the books Account which have been surrendered or disclosed as income during the year in Income-tax Assessment of the Company. Accordingly, the provision stated under clause 3 (viii) of the Order is not applicable to the Company.

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

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

(c) In our opinion and according to the information and explanations provided to us, money raised by way of term loans during the year have been applied for the purpose for which they were raised.

(d) According to the information and explanation provided to us, there are no funds raised on short term basis or there are no funds raised during the year. Accordingly, the provision stated under clause 3(ix)(d) of the Order is not applicable to the Company.

(e) According to the information explanation given to us and on an overall examination of the standalone financial statements of the Company, we report that the Company has not taken any funds from an any entity or person on account of or to meet the obligations of its subsidiary, associate or joint venture.

(f) According to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiary, associate or joint venture. Accordingly, reporting under Clause 3(ix)(f) of the order is not applicable to the Company.

x. (a) In our opinion and according to the information explanation given to us, the Company did not raise any money by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, the provisions stated under clause 3(x)(a) of the Order are not applicable to the Company.

(b) According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully, partly, or optionally convertible debentures during the year. Accordingly, the provisions stated under clause 3(x)(b) of the Order are not applicable to the Company.

xi. (a) Based on our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we report that no material fraud by the Company or on the Company has been noticed or reported during the year in the course of our audit.

(b) Based on our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, a report under Section 143(12) of the Act, in Form ADT-4, as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 was not required to be filed with the Central Government. Accordingly, the provisions stated under clause 3(xi)(b) of the Order is not applicable to the Company.

(c) We have taken into consideration the whistle blower complaints received by the Company during the year while determining the nature, timing, and extent of audit procedures.

xii. The Company is not a Nidhi Company. Accordingly, the provisions stated under clause 3(xii)(a) to (c) of the Order are not applicable to the Company.

xiii. According to the information and explanations given to us and based on our examination of the records of the Company, 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 based on our examination, 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 the date of our audit report, for the period under audit.

xv. According to the information and explanations given to us, in our opinion, during the year, the Company has not entered into any non-cash transactions with directors or persons connected with its directors and accordingly, the reporting on compliance with the provisions of Section 192 of the Act in clause 3(xv) of the Order is not applicable to the Company.

xvi. (a) The Company is not required to be registered under Section 45 IA of the Reserve Bank of India Act, 1934 (2 of 1934) and accordingly, the provisions stated under clause 3(xvi)(a) of the Order are not applicable to the Company.

(b) The Company is not engaged in any Non-Banking Financial or Housing Finance activities during the year and accordingly, the provisions stated under clause 3 (xvi)(b) of the Order are not applicable to the Company.

(c) The Company is not a Core investment Company (CIC) as defined in the regulations made by Reserve Bank of India. Accordingly, the provisions stated under clause 3 (xvi)(c) of the Order are not applicable to the Company.

(d) According to the information and explanations provided to us, the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) does not have any Core Investment Company as part of its group. Accordingly, the provisions stated under clause 3(xvi)(d) of the order are not applicable to the Company.

xvii. Based on the overall review of standalone financial statements, the Company has not incurred cash losses in the current financial year and in the immediately preceding financial year. Accordingly, the provisions stated under clause 3(xvii) of the Order are not applicable to the Company.

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

xix. According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of 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. According to the information and explanations given to us and based on our verification, the provisions of Section 135 of the Act, are applicable to the Company. The Company has made the required contributions during the year and there are no unspent amounts which are required to be transferred either to a Fund specified in schedule VII of the Companies Act, 2013 or to a Special Account as per the provisions of Section 135 of the Companies Act, 2013 read with schedule VII to the Companies Act, 2013. Accordingly, reporting under clause 3(xx)(a) and 3(xx)(b) of the Order is not applicable to the Company.

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

ANNEXUREC

To the Independent Auditors Report of even date on the Standalone Financial Statements of Nuvoco Vistas Corporation Limited

[Referred to in paragraph 2(g) under Report on Other Legal and
Regulatory Requirements in the Independent Auditors Report
of even date to the Members of Nuvoco Vistas Corporation
Limited on the Financial Statements for the year ended March
31,2024]

REPORT ON THE INTERNAL FINANCIAL CONTROLS 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 standalone financial statements of Nuvoco Vistas Corporation
Limited (the "Company") as of March 31, 2024, in conjunction
with our audit of the standalone financial statements of the
Company for the year ended on that date.

OPINION

In our opinion, the Company, has, in all material respects,
an adequate internal financial controls with reference to
standalone financial statements and such internal financial
controls with reference to standalone financial statements were
operating effectively as at March 31,2024, based on the internal
control with reference to standalone financial statements
criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on
Audit of Internal Financial Controls Over Financial Reporting
issued by the Institute of Chartered Accountants of India (ICAI)
(the "Guidance Note").

MANAGEMENTS AND BOARD OF DIRECTORS
RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Companys Management and the Board of Directors
are responsible for establishing and maintaining internal
financial controls based on the internal control with reference
to standalone financial statements criteria established by the
Company considering the essential components of internal
control stated in the Guidance Note. 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 Act.

AUDITORS RESPONSIBILITY

Our responsibility is to express an opinion on the Companys
internal financial controls with reference to standalone financial
statements based on our audit. We conducted our audit in
accordance with the Guidance Note and the Standards on
Auditing, issued by ICAI and deemed to be prescribed under
section 143(10) of the Act, to the extent applicable to an audit
of internal financial controls. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance about
whether adequate internal financial controls with reference to
standalone financial statements 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 standalone financial statements and their

operating effectiveness. Our audit of internal financial controls
with reference to standalone financial statements included
obtaining an understanding of internal financial controls with
reference to standalone 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 judgement, including the assessment of the risks of
material misstatement of the standalone financial statements,
whether due to fraud or error.

We believe that the audit evidence we have obtained, is sufficient
and appropriate to provide a basis for our audit opinion on
the Companys internal financial controls with reference to
standalone financial statements.

MEANING OF INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO STANDALONE FINANCIAL STATEMENTS

A companys internal financial control with reference to
standalone financial statements is a process designed to
provide reasonable assurance regarding the reliability of
financial reporting and the preparation of standalone financial
statements for external purposes in accordance with generally
accepted accounting principles. A companys internal financial
control with reference to standalone 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 authorizations
of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use, or disposition of the companys
assets that could have a material effect on the standalone
financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL
CONTROLS WITH REFERENCE TO STANDALONE FINANCIAL
STATEMENTS

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

Place: Mumbai	For M S K A & Associates
Date: April 30, 2024	Chartered Accountants
	ICAI Firm Registration No. 105047W
	Siddharth Iyer
	Partner
	Membership No. 116084
	UDIN: 24116084BKCOAJ9790