INFORMATION
The Board of Directors
Premier Energies Limited
Dear Sirs,
1. We have examined, as appropriate (refer paragraph 5 and 6 below), the attached Restated Consolidated Financial Information of Premier Energies Limited (the "Company" or the "Issuer") and its subsidiaries (the Company and its subsidiaries collectively referred to as the "Group") and Groups share of profit in its associates, which comprise the Restated Consolidated Statement of Assets and Liabilities as at June 30, 2024, June 30, 2023, March 31, 2024, March 31, 2023 and March 31, 2022, the Restated Consolidated Statement of Profit and Loss (including other comprehensive income), the Restated Consolidated Statement of Changes in Equity, the Restated Consolidated Statement of Cash Flows for the three month periods ended June 30, 2024 and June 30, 2023 and for the years ended March 31, 2024, March 31, 2023 and March 31, 2022, the summary of material accounting policies, and other explanatory information (collectively, the "Restated Consolidated Financial Information"), as approved by the Board of Directors of the Company ("the Board") at their meeting held on August 07, 2024 for the purpose of inclusion in the Red Herring Prospectus ("RHP") and the Prospectus (collectively, the "Offer Documents") prepared by the Company in connection with its proposed Initial Public Offer of equity shares ("IPO") prepared in terms of the requirements of:
a) Section 26 of Part I of Chapter III of the Companies Act, 2013, as amended ("the Act");
b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, as amended ("ICDR Regulations"); and
c) The Guidance Note on Reports in Company Prospectuses (Revised 2019) issued by the Institute of Chartered Accountants of India ("ICAI"), as amended ("the Guidance Note").
2. The Companys management is responsible for the preparation of the Restated Consolidated Financial Information which has been approved by the Board for the purpose of inclusion in the Offer Documents to be filed with- Securities and Exchange Board of India (the "SEBI"), Registrar of Companies, Telangana at Hyderabad ("ROC"), BSE Limited and National Stock Exchange of India Limited ("NSE") (collectively, with BSE Limited, the "Stock Exchanges") in connection with the proposed IPO. The Restated Consolidated Financial Information have been prepared by the management of the Company on the basis of preparation stated in Note 2(A) to the Restated Consolidated Financial Information. The respective Board of Directors of the companies included in the Group and of its associates are responsible for designing, implementing and maintaining adequate internal control relevant to the preparation and presentation of the respective restated financial information. The respective Board of Directors are also responsible for identifying and ensuring that the Group and its associates complies with the Act, ICDR Regulations and the Guidance Note.
3. We have examined these Restated Consolidated Financial Information taking into consideration:
a) The terms of reference and terms of our engagement agreed upon with you in accordance with our engagement letter dated February 15, 2024, read with addendum to engagement letter dated June 01, 2024 in connection with the proposed IPO;
b) The Guidance Note. The Guidance Note also requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI;
c) Concepts of test checks and materiality to obtain reasonable assurance based on verification of evidence supporting the Restated Consolidated Financial Information; and
d) The requirements of Section 26 of the Act and the ICDR Regulations. Our work was performed solely to assist you in meeting your responsibilities in relation to your compliance with the Act, the ICDR
I\ Regulations and the Guidance Note in connection with the IPO.
4. These Restated Consolidated Financial Information have been compiled by the Management from:
a) the audited Special Purpose Consolidated Interim Financial Statements of the Group and its associates as at and for the three month period ended June 30, 2024 (along with comparative financial information as at and for the three month period ended June 30, 2023) prepared in accordance with recognition and measurement principles of Indian Accounting Standard (Ind AS) 34 "Interim Financial Reporting", specified under Section 133 of the Act and other accounting principles generally accepted in India (the "Special Purpose Consolidated Interim Financial Statements"), which have been approved by the Board of Directors at their meeting held on August 07, 2024.
b) the audited Consolidated Financial Statements of the Group and its associates as at and for the years ended March 31, 2024, March 31, 2023 and March 31, 2022 prepared in accordance with the Ind AS as prescribed under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules 2015, as amended, and other accounting principles generally accepted in India, which have been approved by the Board of Directors at their meeting held on June 22, 2024, September 29, 2023 and December 22, 2022 respectively.
5. For the purpose of our examination, we have relied on:
a) Auditors report issued by us dated August 07, 2024 on the Special Purpose Consolidated Interim Financial Statements of the Group and its associates as at and for the three month period ended June 30, 2024 as referred in Paragraph 4(a) above.
b) Auditors reports issued by us dated June 22, 2024, September 29, 2023 and December 22, 2022 on the Consolidated Financial Statements of the Group and its associates as at and for the years ended March 31, 2024, 2023 and 2022 as referred in Paragraph 4(b) above.
6. As indicated in our audit report referred above:
We did not audit financial statements of a subsidiary whose financial statements reflect total assets, total revenues, net cash flows and two associates whose share of profit included in the consolidated financial statements, for the relevant period/year is tabulated below, which have been audited by other auditors (listed in Appendix I), and whose report have been furnished to us by the Companys Management and our opinion on the consolidated financial statements/special purpose Consolidated Financial Statements, in so far as it relates to the amounts and disclosures included in respect of these components, is based solely on the report of the other auditors:
(? in million)
Particulars |
As at/ for the period ended |
As at/ for the year ended |
|||
June 30, 2024 | June 30, 2023 | March 31, 2024 | March 31, 2023 | March 31, 2022 | |
Subsidiary |
|||||
Number of subsidiary |
1 | 1 | 1 | 1 | 1 |
Total assets |
Nil | Nil | Nil | Nil | 0.66 |
Total revenue |
Nil | Nil | Nil | Nil | Nil |
Net cash flows |
Nil | Nil | Nil | 0.00 | 0.00 |
Associates |
|||||
Number of associates |
2 | 2 | 2 | 2 | 2 |
Share of profit from associates |
6.62 | 7.04 | 13.23 | 12.18 | 11.75 |
Our opinion on the consolidated financial statements is not modified in respect of this matter.
The other auditors of subsidiary and associates, as mentioned above, has examined the restated financial information (listed in Appendix II) and has confirmed that the restated financial information:
a) have been prepared after incorporating adjustments for the changes in accounting policies, material errors and regrouping/reclassifications retrospectively in the three month period ended June 30, 2023, and in the financial years ended March 31, 2024, March 31, 2023 and 2022 to reflect the same accounting treatment as per the accounting policies and grouping/classifications followed as at and for the three ft month period ended June 30, 2024;
b) do not require any adjustment for modification as there is no modification in the underlying audit report; and
c) have been prepared in accordance with the Act, ICDR Regulations and the Guidance Note.
7. Based on our examination and according to the information and explanations given to us and also as per the reliance placed on the examination reports submitted by the other auditors for the respective periods/years, we report that the Restated Consolidated Financial Information:
a) have been prepared after incorporating adjustments for the changes in accounting policies, material errors and regrouping/reclassifications retrospectively in the three month period ended June 30, 2023, and in the financial years ended March 31, 2024, March 31, 2023 and March 31, 2022 to reflect the same accounting treatment as per the accounting policies and grouping/classifications followed as at and for the three month period ended June 30, 2024;
b) do not require any adjustment for modification as there is no modification in the underlying audit report; and
c) have been prepared in accordance with the Act, ICDR Regulations and the Guidance Note.
8. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
9. The Restated Consolidated Financial Information do not reflect the effects of events that occurred subsequent to the respective dates of the reports on the audited consolidated financial statements/special purpose consolidated interim financial statements mentioned in paragraph 4 above.
10. This report should not in any way be construed as a reissuance or re-dating of any of the previous audit reports issued by us, nor should this report be construed as a new opinion on any of the financial statements referred to herein.
11. We have no responsibility to update our report for events and circumstances occurring after the date of the report.
12. Our report is intended solely for use of the Board of Directors for inclusion in the Offer Documents to be filed with SEBI, ROC and the Stock Exchanges, in connection with the proposed IPO. Our report should not be used, referred to, or distributed for any other purpose except with our prior consent in writing. Accordingly, we do not accept or assume any liability or any duty of care for any other purpose or to any other person to whom this report is shown or into whose hands it may come without our prior consent in writing.
For Deloitte Haskins & Sells |
Chartered Accountants |
(Firms Registration No.008072S) |
/vjay Jhawar |
Partner |
(Membership No. 223888) |
UDIN: 24223888BKFRXB9041 |
Place: Hyderabad |
Date: August 07, 2024 |
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