RHI Magnesita India Ltd Auditor Reports

To the Members of RHI Magnesita India Limited

Report on the Audit of the Standalone Financial Statements

Opinion

1. We have audited the accompanying Standalone Financial Statements of RHI Magnesita India Limited (‘the Company), which comprise the Standalone Balance Sheet as at March 31, 2025, and the Standalone Statement of Pro t and Loss (including

Other Comprehensive Income), the Standalone Statement of

Changes in Equity and the Standalone 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.

2. 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 accounting principles generally accepted in India, of the state of a airs of the Company as at

March 31, 2025, and total comprehensive income (comprising profit and other comprehensive income), changes in equity and its cash flows for the year then ended.

Basis for Opinion

3. We conducted our audit 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 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 we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

4. Key audit matters are those matters that, in our professional judgement, 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.

Key audit matter	How our audit addressed the key audit matter
Revenue recognition (Refer Note 18 to the Standalone Financial Statements)	Our testing of revenue transactions was designed to cover certain customer contracts on a sample basis. Our audit procedures included the following:
The Company recognises its revenue based on Ind AS 115 ‘Revenue from Contracts with Customers.	Obtained an understanding and evaluated the design and tested the operating effectiveness of controls over revenue recognition.
The management uses judgement in respect of matters such as identi cation of performance obligations, allocation of consideration to identified performance obligations and recognition of revenue over a period of time or at a point in time based on timing when control is transferred to the customer.	• Assessed appropriateness of managements judgements in accounting for identified contracts such as:
We considered this area as a key audit matter, as revenue is required to	Identi cation of performance obligation and allocation of consideration to identified performance obligation;
be recognised in accordance with the terms of the customer contracts, which involves significant management judgement as described above and thus there is an inherent risk of material misstatement.	Evaluated the contract terms for assessment of the timing of transfer of control to the customer to assess whether revenue is recognised appropriately over a period of time or at a point in time (as the case may be) based on timing when control is transferred to customer;
	Tested whether the revenue recognition is in line with the terms of customer contracts and the transfer of control; and Evaluated adequacy of the presentation and disclosures.

 

Key audit matter	How our audit addressed the key audit matter
Assessment of carrying value of equity investments in subsidiaries (Refer Note 27 to the Standalone Financial Statements)	Our audit procedures included the following:
The Company has equity investments in subsidiaries amounting to Rs 186,490.66 lakhs carried at cost less accumulated impairment losses.	Obtained an understanding and evaluated the design and tested the operating effectiveness of controls over the impairment assessment.
The Company reviews the carrying values of these investments at every balance sheet date and where there is an indication of impairment, the carrying value is assessed for impairment in accordance with Ind AS 36 ‘Impairment of Assets, and an impairment provision is recognised, where applicable. The management has determined each of the subsidiaries as a separate cash generating unit (‘CGU) for the purpose of impairment assessment, and with the involvement of independent valuation experts (‘managements experts), the recoverable value of the CGUs has been determined.	Assessed whether the Companys determination of CGUs was consistent with our knowledge of the Companys operations.
The assessment of carrying value of investments has been considered a key audit matter as the determination of recoverable value of the investments involves significant management judgement and estimates such as future expected level of operations and related forecast of cash flows, market conditions, discount rate, growth rate, terminal growth rate etc.	Assessed the competence, capabilities and objectivity of managements experts and perused the report issued by them. Involved our auditors expert to assist in assessing the appropriateness of the valuation model including the independent assessment of the underlying assumptions relating to discount rate, terminal growth rate etc.
	Evaluation of the cash flow forecasts (with underlying economic growth rate) by comparing them to the approved budgets and our understanding of the internal and external factors.
	Veri ed the mathematical accuracy of the computations involved in the valuation model.
	• Assessed the sensitivity analysis and evaluated whether any reasonably foreseeable change in assumptions could lead to impairment or material change in fair valuation.
	Discussed the key assumptions and sensitivities with those charged with governance.
	Evaluated the adequacy of the disclosures made in the Standalone Financial Statements.

Other Information

5. The Companys Board of Directors is responsible for the other information. The other information comprises the information included in the Annual Report, but does not include the Standalone Financial Statements and our auditors report thereon. The Annual Report is expected to be made available to us after the date of this auditors report.

Our opinion on the Standalone Financial Statements does not cover the other information and we will 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 in the audit or otherwise appears to be materially misstated. When we read the Annual Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take appropriate action as applicable under the relevant laws and regulations.

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

6. The Companys 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

Indian 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 judgements 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.

7. In preparing the Standalone Financial Statements, Board of Directors 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 Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

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

Auditors Responsibilities for the Audit of the Standalone Financial Statements

9. 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. 10. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional scepticism 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 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.

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.

11. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit ndings, including any significant deficiencies in internal control that we identify during our audit.

12. 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.

13. 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

14. 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 the Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable. 15. 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 back-up of books of account and other books and papers maintained in electronic mode has not been maintained on a daily basis on servers physically located in India and the matters stated in paragraph 15(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 (as amended).

(c) The Standalone Balance Sheet, the Standalone Statement of Pro t and Loss (including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows 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 Indian 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, 2025, taken on record by the

Board of Directors, none of the directors is disqualified as on March 31, 2025, from being appointed as a director in terms of Section 164(2) of the Act.

(f) With respect to the maintenance of accounts and other matters connected therewith, reference is made to our remarks in paragraph 15(b) above on reporting under Section 143(3)(b) and paragraph 15(h)(vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014

(as amended).

(g) 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. (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 (as amended), 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 32 to the Standalone Financial Statements.

ii. The Company was not required to recognise a provision as at March 31, 2025, under the applicable law or Indian

Accounting Standards, as it does not have any material foreseeable losses on long-term contract. The Company did not have any derivative contracts as at March 31, 2025. 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.

iv. (a) The management has represented that, to the best of its knowledge and belief, as disclosed in Note 41(vii) (a) to the Standalone Financial Statements, 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, 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 Bene ciaries) or provide any guarantee, security or the like on behalf of the Ultimate Bene ciaries (Refer Note 41(vii)(a) to the Standalone Financial Statements);

(b) The management has represented that, to the best of its knowledge and belief, as disclosed in the 41(vii)(b) to the Standalone Financial Statements, 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, 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 Bene ciaries) or provide any guarantee, security or the like on behalf of the Ultimate Bene ciaries (Refer Note 41(vii)(b) to the Standalone Financial Statements); and

(c) Based on such audit procedures that we considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (a) and (b) contain any material misstatement. v. The nal dividend paid by the Company during the year in respect of the same declared for the previous year is in accordance with Section 123 of the Act to the extent it applies to payment of dividend.

As stated in note 31(B) to the Standalone Financial Statements, the Board of Directors of the Company has proposed nal dividend for the year which is subject to the approval of the members at the ensuing Annual

General Meeting. The dividend declared is in accordance with Section 123 of the Act to the extent it applies to declaration of dividend. vi. Based on our examination, which included test checks, the Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and that has operated throughout the year for all relevant transactions recorded in the software, except that the audit trail is not maintained in case of modi cation by certain users with specific access and the audit trail is not maintained for direct database changes. During the course of performing our procedures, other than the aforesaid instances of audit trail not maintained where the question of our commenting does not arise, we did not notice any instance of audit trail feature being tampered with. Further, the audit trail was not maintained in the prior year and hence the question of our commenting on whether the audit trail was preserved by the Company as per the statutory requirements for record retention does not arise.

16. The Company has paid / provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Act.

Annexure A to Independent Auditors Report

Referred to in paragraph 15(g) of the Independent Auditors Report of even date to the members of RHI Magnesita India limited on the Standalone Financial Statements as of and for the year ended March 31, 2025

Report on the Internal Financial Controls with reference to Financial Statements under clause (i) of sub-section 3 of Section 143 of the Act

1. We have audited the internal financial controls with reference to financial statements of RHI Magnesita India limited (‘the

Company) as of March 31, 2025 in conjunction with our audit of the Standalone Financial Statements of the Company for the year ended on that date.

Managements Responsibility for Internal Financial Controls

2. The Companys management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the

Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (‘the Guidance Note) 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 Act.

Auditors Responsibility

3. 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 and the Standards on Auditing specified under Section 143(10) of the Act to the extent applicable to an audit of internal financial controls, both applicable to an audit of internal financial controls and both issued by the ICAI. 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.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system 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 judgement, including the assessment of the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error.

5. 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 system with reference to financial statements.

Meaning of Internal Financial Controls with reference to Financial Statements

6. 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 include 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

7. 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

8. In our opinion, the Company has, in all material respects, adequate internal financial controls system with reference to financial statements and such internal financial controls with reference to financial statements were operating effectively as at March 31, 2025, 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 issued by ICAI.

Annexure B to Independent Auditors Report

Referred to in paragraph 14 of the Independent Auditors Report of even date to the members of RHI Magnesita India Limited on the Standalone Financial Statements as of and for the year ended March 31, 2025

In terms of the information and explanations sought by us and furnished by the Company, and the books of account and records examined by us during the course of our audit, and to the best of our knowledge and belief, we report that:

i. (a) (A) The Company is maintaining proper records showing full particulars, including quantitative details and situation, of Property, Plant and Equipment (including Right of Use Assets).

(B) The Company is maintaining proper records showing full particulars of Intangible Assets.

(b) The Property, Plant and Equipment are physically veri ed by the management according to a phased programme designed to cover all the items over a period of two 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 the Property, Plant and Equipment has been physically veri ed by the management during the year and no material discrepancies have been noticed on such veri cation.

(c) The title deeds of all the 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 Note 42 to the Standalone Financial Statements, are held in the name of the Company, except for the following:

Description of property	Gross carrying value (A in Lakhs)	Title Deeds held in the name of	Held in the name of the promoter, director or their relative or employee	Period held - indicate range, where appropriate	Reason for not being held in the name of the Company
Building of Cuttack manufacturing unit	2,082.78	Orient Refractories Limited	No	Since September 30, 2019	Title deed is registered in the name of Orient Refractories Limited. The Company is in the process of getting the name changed in the title deed consequent to change of name of the Company to RHI Magnesita India Limited.
Land with respect to Cuttack manufacturing unit	1,833.96	Orient Refractories Limited	No	Since September 30, 2019
Building with respect	139.75	Hi-Tech	No	Since	The Company is in the process of getting the name changed in the title deed pursuant to business acquisition from Hi-Tech Chemicals Limited.
to guest house in Jamshedpur		Chemicals Limited		January 31, 2023
Total	4,056.49

(d) The Company has chosen cost model for its Property,

Plant and Equipment (including Right of Use Assets) and Intangible Assets. Consequently, the question of our commenting on whether the revaluation is based on the valuation by a Registered Valuer, or specifying the amount of change, if the change is 10% or more in the aggregate of the net carrying value of each class of Property, Plant and

Equipment (including Right of Use Assets) or Intangible Assets does not arise.

(e) No proceedings have been initiated on or are pending against the Company for holding benami property under the Prohibition of Benami Property Transactions Act, 1988 (as amended in 2016) (formerly the Benami Transactions (Prohibition) Act, 1988 (45 of 1988)) and Rules made thereunder, and therefore the question of our commenting on whether the Company has appropriately disclosed the details in the Standalone Financial Statements does not arise. ii. (a) The physical veri cation of inventory, excluding stocks with third parties, has been conducted at reasonable intervals by the management during the year and, in our opinion, the coverage and procedure of such veri cation by management is appropriate. In respect of inventory lying with third parties, these have substantially been con rmed by them. The discrepancies noticed on physical veri cation of inventory as compared to book records were not 10% or more in aggregate for each class of inventory.

(b) During the year, the Company has been sanctioned working capital limits in excess of Rs 5 crores, in aggregate, from banks on the basis of security of current assets. The Company has led quarterly returns or statements with such banks, which are not in agreement with the unaudited books of account as set out below:

Name of the Bank	Aggregate working capital limits sanctioned (A in Lakhs)	Nature of Current Asset offered as Security (A in Lakhs)	Nature of current asset underlying quarterly return/ Statement	Quarter ended	Amount disclosed as per quarterly return/ statement (A in Lakhs)	Amount as per books of account (A in Lakhs)	Difference (A in Lakhs)	Reasons for difference
HDFC Bank Limited	2,500.00	Fixed Deposit – 1,000.00	Inventories	June 30, 2024	58,000.00	58,055.04	55.04	Rounding o di erence because return has been led in A Crores and the Standalone Financial Statements have been prepared in Rs Lakhs.
			Trade payables	June 30, 2024	39,300.00	45,959.50	6,659.50	Trade payables pertain to purchase of goods only are included in the return.
			Trade receivables	June 30, 2024	54,200.00	71,411.69	17,211.69	Trade receivables aged more than ninety days and due from related parties have not been considered in the return.
			Inventories	September 30, 2024	76,300.00	76,325.93	25.93	Rounding o di erence because return has been led in Rs Crores and the Standalone Financial Statements have been prepared in Rs Lakhs.
			Trade payables	September 30, 2024	56,000.00	61,607.72	5,607.72	Trade payables pertain to purchase of goods only are included in the return.
			Trade receivables	September 30, 2024	47,300.00	66,700.13	19,400.13	Trade receivables aged more than ninety days and due from related parties have not been considered in the return.
			Inventories	December 31, 2024	73,300.00	73,291.11	8.89	Rounding o di erence because return has been led in A Crores and the Standalone Financial Statements have been prepared in A Lakhs.

 

Name of the Bank	Aggregate working capital limits sanctioned (A in Lakhs)	Nature of Current Asset offered as Security (A in Lakhs)	Nature of current asset underlying quarterly return/ Statement	Quarter ended	Amount disclosed as per quarterly return/ statement (A in Lakhs)	Amount as per books of account (A in Lakhs)	Difference (A in Lakhs)	Reasons for difference
HDFC Bank Limited	2,500.00	Fixed Deposit – 1,000.00	Trade payables	December 31, 2024	47,800.00	52,958.85	5,158.85	Trade payables pertain to purchase of goods only are included in the return.
			Trade receivables	December 31, 2024	46,200.00	62,044.59	15,844.59	Trade receivables aged more than ninety days and due from related parties have not been considered in the return.
			Inventories	March 31, 2025	77,100.00	77,072.20	27.80	Return is led considering numbers as per the provisional Financial Statements.
			Trade payables	March 31, 2025	44,800.00	52,850.42	8,050.42
			Trade receivables	March 31, 2025	46,100.00	60,624.72	14,524.72

Also, refer Note 41(ii) to the Standalone Financial Statements.

iii. (a) The Company has made investments in one mutual fund scheme during the year and granted unsecured loans to few employees. The aggregate amount during the year and balance outstanding at the balance sheet date with respect to such loans are as per the table given below:

	Loan Amount
	(A in Lakhs)
Aggregate amount granted during the year - Loans to employees	58.95
Balance outstanding as at balance sheet date in respect of the above case - Loans to employees	18.19

Also, refer Note 5(f) to the Standalone Financial Statements.

The Company does not have any associate or joint venture.

The Company has not granted any secured / unsecured loans or advances in the nature of loans to companies, rm, LLPs or any other parties or stood guarantee or provided any security to companies, rms, LLPs or any other parties.

(b) In respect of the aforesaid investments and loans, the terms and conditions under which such loans were granted and investments were made are not prejudicial to the Companys interest.

(c) In respect of the loans, the schedule of repayment of principal has been stipulated and the parties are repaying the principal amounts, as stipulated. The loans provided are interest free and hence the question of payment of interest does not arise.

(d) In respect of the loans, there is no amount which is overdue for more than ninety days.

(e) There were no loans which have fallen due during the year and were renewed / extended. Further, no fresh loans were granted to same parties to settle the existing overdue loans / advances in nature of loan.

(f) There were no loans / advances in nature of loans which were granted during the year, including to promoters / related parties other than loan granted to employees. In respect of the loans granted during the year to employees, the schedule of repayment of principal has been stipulated and the same were not repayable on demand.

iv. The Company has not granted any loans or provided any guarantees or security to the parties covered under Section 185 and Section 186 of the Companies Act, 2013 (‘Act). In our opinion, the Company has complied with the provision of Section 186 of the Act, in respect of the investment made.

v. The Company has not accepted any deposits or amounts which are deemed to be deposits referred in Sections 73, 74, 75 and 76 of the Act and the Rules framed there under.

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 and services. 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) In our opinion, except for the dues in the respect of the income tax, the Company is generally regular in depositing undisputed statutory dues in respect of professional tax though there has been a slight delay in a few cases, and is regular in depositing undisputed statutory dues, including provident fund, sales tax, duty of customs, labour welfare fund, goods and services tax and other statutory dues, as applicable, with the appropriate authorities. The extent of the arrears of statutory dues outstanding as at March 31,

2025, for a period of more than six months from the date they became payable are as follows:

Name of the statute	Nature of dues	Amount A ( in Lakhs)	Period to which the amount relates	Due date	Date of Payment	Remarks, if any
Income Tax Act, 1961	Tax deducted as source	0.24	April 01, 2024, to August 30, 2024	7th of next month for month of April 2024 to August 2024	Not yet paid	The Company is in process to deposit the same.

(b) The particulars of statutory dues referred to in sub-clause (a) as at March 31, 2025, which have not been deposited on account of a dispute, are as follows:

Name of the statute	Nature of dues	Amount (A in Lakhs)	Amount paid under protest (A in Lakhs)	Period to which the amount relates	Forum where the dispute is pending
Customs Act, 1962	Duty of Customs	0.86	-	April 2016 to June 2017	Commissioner of Customs (Appeals)
Foreign Trade Policy (FTP 2004- 2009 & FTP 2009-2014) and Customs Act, 1962	Duty of Customs	257.27	-	April 2013 to August 2016	Directorate of Revenue Intelligence
Foreign Trade Policy (FTP 2004- 2009 & FTP 2009-2014) and Customs Act, 1962	Duty of Customs	33.74	33.74	November 2019 to March 2020	Commissioner of Customs (Appeals)
Central Excise Act, 1944	Duty of Excise	38.53	1.11	April 2016 to March 2017	Commissioner (Appeals)
Central Sales Tax, 1956	Sales Tax	3.12	0.22	April 2016 to March 2017	Deputy Commissioner (Appeals)
Goods and Services Tax Act, 2017	Goods and Services Tax	57.99	2.87	April 2018 to March 2019	Proper Officer, Department of Commercial Taxes
Goods and Services Tax Act, 2017	Goods and Services Tax	253.09	-	July 2017 to March 2020	Assistant Commissioner of Central Tax
Goods and Services Tax Act, 2017	Goods and Services Tax	5.91	0.76	April 2021 to March 2022	GST Appellate Authority
Goods and Services Tax Act, 2017	Goods and Services Tax	0.26	0.86	July 2017 to March 2018	GST Appellate Authority
Goods and Services Tax Act, 2017	Goods and Services Tax	768.08	34.72	July 2017 to March 2018	GST Appellate Authority
Goods and Services Tax Act, 2017	Goods and Services Tax	194.21	9.69	April 2018 to March 2019	Additional Commissioner
Goods and Services Tax Act, 2017	Goods and Services Tax	6.64	0.31	July 2017 to March 2018	GST Appellate Authority
Goods and Services Tax Act, 2017	Goods and Services Tax	407.26	18.55	April 2018 to March 2019	Appellate Authority

 

Name of the statute	Nature of dues	Amount (A in Lakhs)	Amount paid under protest (A in Lakhs)	Period to which the amount relates	Forum where the dispute is pending
Goods and Services Tax Act, 2017	Goods and Services Tax	0.85	0.04	April 2018 to March 2019	State Tax Officer
Goods and Services Tax Act, 2017	Goods and Services Tax	257.32	11.87	April 2018 to March 2019	Commercial Tax Officer
Goods and Services Tax Act, 2017	Goods and Services Tax	14.92	0.71	April 2019 to March 2020	Superintendent (Raipur)
Goods and Services Tax Act, 2017	Goods and Services Tax	128.31	6.18	April 2019 to March 2020	Appellate Authority
Goods and Services Tax Act, 2017	Goods and Services Tax	7.80	0.71	April 2019 to March 2020	Appellate Deputy Commissioner
Goods and Services Tax Act, 2017	Goods and Services Tax	5.36	-	April 2023 to March 2024	State Mobile Squad
Goods and Services Tax Act, 2017	Goods and Services Tax	2.25	-	April 2022 to March 2023	Superintendent Group
Goods and Services Tax Act, 2017	Goods and Services Tax	22.65	-	April 2020 to March 2021	Deputy Commissioner of State Tax
Goods and Services Tax Act, 2017	Goods and Services Tax	17.05	-	April 2020 to March 2021	State Tax o cer
Goods and Services Tax Act, 2017	Goods and Services Tax	143.48	-	April 2020 to March 2021	Assistant Commissioner of DGSTO
Income Tax Act, 1961	Income Tax	18.63	-	April 2012 to March 2013	Income Tax Appellate Tribunal
Income Tax Act, 1961	Income Tax	54.74	-	April 2016 to March 2017	Commissioner of Income Tax (Appeals)
Income Tax Act, 1961	Income Tax	7.89	41.84	April 2017 to March 2018	Commissioner of Income Tax (Appeals)
Income Tax Act, 1961	Income Tax	3,050.93	-	April 2019 to March 2020	Commissioner of Income Tax (Appeals)
Income Tax Act, 1961	Income Tax	2,910.53	-	April 2020 to March 2021	Commissioner of Income Tax (Appeals)
Income Tax Act, 1961	Income Tax	140.25	-	April 2021 to March 2022	Commissioner of Income Tax (Appeals)
Total		8,809.92	164.18

viii. There are no transactions previously unrecorded in the books of account that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961. ix. (a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest to any lender during the year.

(b) 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) The Company has not obtained any term loans during the year ended March 31, 2025, and there was no unutilised balance of term loan obtained in earlier years as on April 1, 2024. Accordingly, reporting under clause 3(ix)(c) of the Order is not applicable to the Company.

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

(e) On an overall examination of the Standalone Financial

Statements of the Company, we report that the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries during the year. The Company did not have any joint ventures or associate companies during the year.

(f) ccording 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 subsidiaries. The Company did not have any joint ventures or associate companies during the year. x. (a) The Company has not raised any money by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, the reporting under clause 3(x)(a) of the Order is not applicable to the Company.

(b) The Company has not made any preferential allotment or private placement of shares or fully or partially or optionally convertible debentures during the year. Accordingly, the reporting under clause 3(x)(b) of the Order is not applicable to the Company. xi. (a) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, we have neither come across any instance of material fraud by the

Company or on the Company, noticed or reported during the year, nor have we been informed of any such case by the management.

(b) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, 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 led with the Central Government. Accordingly, the reporting under clause 3(xi)(b) of the Order is not applicable to the Company.

(c) During the course of our examination of the books and records of the Company carried out in accordance with the generally accepted auditing practices in India, the Company has received whistle-blower complaints during the year, which have been considered by us for any bearing on our audit and reporting under this clause. In respect of certain complaints, for which preliminary findings of the investigations have been provided to us by management, our consideration of the complaints having any bearing on our audit is limited to such preliminary ndings.

xii. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the reporting under clause 3(xii) of the Order is not applicable to the Company.

xiii. The Company has entered into transactions with related parties in compliance with the provisions of Sections 177 and 188 of the Act. The details of related party transactions have been disclosed in the Standalone Financial Statements as required under Indian Accounting Standard 24 ‘Related Party Disclosures specified under Section 133 of the Act.

xiv. (a) In our opinion, the Company has an internal audit system commensurate with the size and nature of its business.

(b) The reports of the Internal Auditor for the period under audit have been considered by us.

xv. In our opinion, the Company has not entered into any non-cash transactions with its directors or persons connected with him. Accordingly, the reporting on compliance with the provisions of Section 192 of the Act under 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. Accordingly, the reporting under clause 3(xvi)(a) of the Order is not applicable to the Company.

(b) The Company has not conducted non-banking financial / housing nance activities during the year. Accordingly, the reporting under clause 3(xvi)(b) of the Order is not applicable to the Company.

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

(d) In our opinion, the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) does not have any CICs, which are part of the Group. Accordingly, the reporting under clause 3(xvi)(d) of the Order is not applicable to the Company.

xvii. The Company has not incurred any cash losses in the financial year or in the immediately preceding financial year.

xviii. There has been no resignation of the statutory auditor during the year and accordingly the reporting under clause 3(xviii) of the Order is not applicable.

xix. On the basis of the financial ratios (Refer Note 43 to the Standalone Financial Statements), ageing and expected dates of realisation 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 the 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. (a) In respect of other than ongoing projects, as at balance sheet date, the Company does not have any amount remaining unspent under Section 135(5) of the Act. Accordingly, reporting under clause 3(xx)(a) of the Order is not applicable.

(b) The Company has transferred the amount of Corporate Social Responsibility remaining unspent under subsection (5) of Section 135 of the Act pursuant to ongoing projects to a special account in compliance with the provision of sub-section (6) of Section 135 of the Act. (Also, refer Note 26(b) to the Standalone Financial Statements.

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 this report.

For Price Waterhouse Chartered Accountants LLP

Firm Registration Number: 012754N/N500016

Anurag Khandelwal

Partner

Membership Number: 078571

UDIN: 25078571BMOCET7860

Place: Gurugram

Date: May 28, 2025