United Spirits Ltd Auditor Reports

To the Members of United Spirits Limited

Report on the Audit of the Standalone Financial Statements

Opinion

1. We have audited the accompanying standalone financial statements of United Spirits Limited ("the Company"), which comprise the Standalone Balance Sheet as at March 31, 2024, and the Standalone Statement of Profit 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 financial statements, including a summary of material accounting policy information and other explanatory information "(hereinafter referred to as "the standalone financial statements").

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 affairs of the Company as at March 31, 2024, and total comprehensive income (comprising of 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 "Auditor?s 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.

Emphasis of Matter:

4. We draw attention to the following matters: a) Note 40(a) to the standalone financial statements which explains the uncertainties post completion of the Initial Inquiry, which identified references to certain Additional Parties and certain Additional matters, the then MD & CEO, pursuant to the direction of the Board of Directors, had carried out an Additional Inquiry that revealed transactions indicating actual and potential diversion of funds from the Company and its Indian and overseas subsidiaries to, in most cases, Indian and overseas entities that appear to be affiliated or associated with the Company?s erstwhile non-executive Chairman and other potentially improper transactions. Post the completion of Additional Inquiry certain regulatory notices and communications were received from Securities Exchange Board of India, Directorate of Enforcement and Authorised Dealer banks (‘AD?) to which the Company has responded. Subsequently, the Company commenced the rationalisation process for divestment/ liquidation/ merger of certain overseas subsidiaries including step down subsidiaries and completion of the above Rationalisation process is subject to regulatory approvals in India and overseas. The Company filed suits for recovery of certain amounts against relevant parties and individuals identified in the Additional Inquiry including excess managerial remuneration paid to the former Executive Director and CFO which have been fully provided for or expensed in past periods. The management is currently unable to estimate the financial impact on the Company, if any, arising out of potential non compliances with applicable laws as above. b) Note 40(d) to the standalone financial statements, which describes the uncertainty relating to the final outcome of litigations with a bank ("the bank") that continues to retain the pledge of certain assets of the Company and of the Company?s shares held by USL Benefit Trust (of which the Company is the sole beneficiary) despite the Company prepaying the term loan to that bank along with the prepayment penalty and further depositing an additional sum of Rs 46 crore demanded by the bank and as directed by the Hon?ble High Court of Karnataka (the "Court"). Based on management assessment supported by external legal opinions, the Company has disclosed the aforesaid amount of Rs 46 crore under Other Non-current financial assets as recoverable from the bank pending the final outcome of the litigation. In a separate proceeding before the Debt Recovery Appellate Tribunal, the bank?s appeal against the judgement awarded by Debt Recovery Tribunal in favour of the Company in respect of attachment of the aforesaid pledged shares for recovery of the loans advanced by the bank to Kingfisher Airlines Limited is pending disposal. Our opinion is not modified in respect of the matters described under paragraph 4 above.

Key audit matters

5. 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
Assessment of the appropriateness of provisions recognised and contingent liabilities disclosed in respect of certain tax matters. (Refer Notes 8, 17 and 42(a) and 42 (b) to the standalone financial statements)	Our audit procedures included the following:
	Understood, assessed and tested the design and operating effectiveness of the Company?s controls in respect of the identifying potential tax exposures and/ or the accounting and disclosures thereof.
As at March 31, 2024, the Company has significant tax exposures and is subject to periodic assessments/ demands by tax authorities on transfer pricing, income tax and a range of indirect tax matters.	Evaluated the related accounting policy for recognising provisioning for tax exposures and disclosure of contingent liabilities with the requirements of the relevant accounting standards.
Consequent to such tax assessments and demands relating to past several years, the Company has paid certain amounts under protest at various dates. The Company has also filed appeals with various appellate authorities against such demands.	Obtained management?s assessment in respect of tax demands on whether cash outflow is either probable, possible or remote.
Management judgement is involved in assessing the likelihood of ultimate outcome of the tax disputes to decide on the accounting/ disclosure requirements. For certain complex matters the probable amount of the cash outflow determined by the Management is supported by opinions obtained from external tax counsels/ assessment performed by internal expert (management tax experts).	Evaluated management?s assessment with the help of auditors? experts, where necessary, as follows:
	- For the samples selected, read the correspondences received during the year from the tax authorities/ orders from the appellate authorities.
We considered this a key audit matter as:	- Read and assessed the views provided by the management/ management tax experts as applicable.
(a) The amounts involved are significant to the standalone financial statements;	- Assessed management?s position on significant tax exposures in accordance with the tax laws and past precedents of tax judgements.
(b) Change in the management?s judgements and estimates may significantly affect the provisions recognised or contingent liabilities disclosed; and	- Assessed completeness of litigations by inquiring with the management, and perusal of Board minutes.
(c) Matters of disputes are complex in some cases due to the nature of the industry in which the Company operates and are subject to interpretations under tax laws.	- Evaluated the objectivity, independence, competence and capabilities of the management tax experts.
	- Evaluated the adequacy of the disclosures made in the standalone financial statements. Based on the above procedures, we considered the management?s assessment in recognising the provisions and disclosing contingent liabilities in respect of the stated tax matters, as reasonable.

Other Information

6. The Company?s Board of Directors is responsible for the other information. The other information comprises the Chairman?s Message, Managing Director and CEO?s Message, Director?s Report, Management Discussion and Analysis, and Corporate Governance report but does not include the financial statements and our auditor?s report thereon, which we obtained prior to the date of this auditor?s report. The Business Responsibility and Sustainability Report (BRSR) and assurance report thereon are expected to be made available to us after the date of this auditor?s report. Our opinion on the standalone financial statements does not cover the other information and we do not and 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 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 on the other information that we obtained prior to the date of this auditor?s report, 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. When we read the BRSR and assurance report thereon, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

O ur opinion on the standalone financial statements does 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 those charged with governance for the standalone financial statements

7. The Company?s 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 statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

8. Inpreparingthestandalonefinancialstatements,management is responsible for assessing the Company?s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those Board of Directors are also responsible for overseeing the Company?s financial reporting process.

Auditor?s 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 not are free from material misstatement, whether due to fraud or error, and to issue an auditor?s 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:

(a) 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.

(b) 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.

(c) Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

(d) Conclude on the appropriateness of management?s 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 Company?s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor?s 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 auditor?s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

(e) 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 findings, 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 auditor?s 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 (Auditor?s 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 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 Profit 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 Accounting Standards specified under Section 133 of the Act.

(e) On the basis of the written representations received from the directors, taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2024, 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 Rules.

(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 A".

(h) With respect to the other matters to be included in the Auditor?s 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 Notes 8, 17, 40(a), 40(c), 40(d) and 42 to the standalone financial statements);

ii. The Company was not required to recognise a provision as at March 31, 2024 under the applicable law or 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, 2024. (Refer Note 39 to the standalone financial statements); i There were no amounts which were required to beii. transferred to the Investor Education and Protection Fund by the Company during the year ended March 31, 2024. (Refer Note 16 to the standalone financial statements);

iv. (a) 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, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries (Refer Note 51(vii) to the standalone financial statements);

(b) 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, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries (Refer Note 51(vii) 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 dividend declared and paid during the year by the Company is in compliance with Section 123 of the Act.

vi. Based on our examination, which included test checks, the Company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and that has operated throughout the year for all relevant transactions recorded in the software, except that the audit trail is not maintained for any changes made through specific access and direct database changes. Further, for the accounting software maintained by the third-party payroll service provider, in the absence of adequate information around the audit trail feature, we are unable to comment on it. Other than for the instances mentioned above, based on our procedures performed, we did not notice any instance of the audit trail feature being tampered with.

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.

For Price Waterhouse & Co Chartered Accountants LLP

Firm Registration Number: 304026E/ E-300009

Dibyendu Majumder

Partner Place: Mumbai Membership Number: 057687 Date: May 24, 2024 UDIN: 24057687BKFTPO5001

Annexure A to Independent Auditor?s Report

Referred to in paragraph 15(g) of the Independent Auditor?s Report of even date to the members of United Spirits Limited on the standalone financial statements for the year ended March 31, 2024

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

1. W e have audited the internal financial controls with to standalone financial statements of United Spirits 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.

Management?s Responsibility for Internal Financial Controls

2. The Company?s management is responsible for establishing and maintaining internal financial controls based on the internal controls over financial reporting criteria established by the Company considering the essential components of internal controls 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 company?s 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.

Auditor?s Responsibility

3. Our responsibility is to express an opinion on the Company?s 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 deemed to be prescribed 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 standalone 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 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 auditor?s 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 Company?s internal financial controls system with reference to standalone financial statements.

Meaning of Internal Financial Controls with reference to standalone financial statements

6. A company?s internal financial controls 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 company?s internal financial controls 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 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 company?s assets that could have a material effect on the standalone financial statements.

Inherent Limitations of Internal Financial Controls with reference to standalone financial statements

7. 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 controls 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.

Opinion

8. In our opinion, the Company has, in all material respects, an adequate internal financial controls system 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 over financial reporting criteria established by the Company considering the essential components of internal controls stated in the Guidance Note issued by ICAI.

For Price Waterhouse & Co Chartered Accountants LLP

Firm Registration Number: 304026E/ E-300009

	Dibyendu Majumder
	Partner
Place: Mumbai	Membership Number: 057687
Date: May 24, 2024	UDIN: 24057687BKFTPO5001

Annexure B to Independent Auditor?s Report

Referred to in paragraph 14 of the Independent Auditors? Report of even date to the members of United Spirits Limited on the standalone financial statements as of and for the year ended March 31, 2024

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) The CompanyA) is maintaining proper records showing full particulars, including quantitative details and situation, of property, plant and equipment.

(B) The Company is maintaining proper records showing full particulars of intangible assets.

(b) The property, plant and equipment are physically verified by the Management according to a phased programme designed to cover all the items over a period of three 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 verified by the Management during the year and no material discrepancies have been noticed on such verification.

(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 Company), as disclosed in Notes 3.1, 3.2 and 3.6 to the standalone financial statements, are held in the name of the Company, except as disclosed in Appendix II.

(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) Based on the information and explanations furnished to us, 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 financial statements does not arise. ii. (a) The physical verification of inventory (including inventories lying 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 verification by Management is appropriate. In respect of inventory lying with third parties, these have also been substantially confirmed by them. 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.

(b) During the year, the Company has not been sanctioned working capital limits in excess of Rs 5 crores, in aggregate from banks and financial institutions on the basis of security of current assets and accordingly, the question of our commenting on whether the quarterly returns or statements are in agreement with the unaudited books of account of the Company does not arise.

iii. (a) The Company has made investments in compulsory convertible preference shares issued by an associate, sixteen mutual fund schemes and in government treasury bills issued by a financial institution, granted an unsecured loan to a wholly owned subsidiary and has provided loans to employees. The aggregate amount during the year, and balance outstanding at the Xbalance sheet date with respect to such unsecured loans granted to a wholly owned subsidiary and employees are part of the table given below:

Description	Amount in Rs Crores
Aggregate amount granted/ provided during the year:
- Loan to a subsidiary	29
- Loans to employees	1
Balance outstanding at March 31, 2024 in respect of the above:
- Loan to a subsidiary	-
- Loans to employees	1

Refer notes 5 and 36 to the standalone financial statements.

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

( I c) n respect of the loans, as disclosed in the standalone financial statements, the schedule of repayment of principal and payment of interest has been stipulated by the Company except for the following instances set out in the table below. Therefore, in the absence of stipulation of repayment terms, we are unable to comment on the regularity of repayment of principal and payment of interest.

(Amount in Rs Crores)

Name of the entity	Gross outstanding as at March 31, 2024	Net outstanding as at March 31, 2024
Asian Opportunities &	59	-
Investments Limited
USL Holdings UK Ltd	15	-

The repayment of principal and payment of interest is not regular with respect to the loans set out in the table below:

Name of the entity	Amount in Rs Crores	Due Date	Extent of delay	Remarks
United Breweries Holding Limited and a related entity	1,238	One third of the loan was to be repaid on July 2 2019, July 2, 2020 and July 2, 2021	2 years and 9 months to 4 years and 9 months	Refer Notes 5 and 40(c) to the standalone financial statements

(d) In respect of the following loan, the total amount overdue for more than ninety days as at March 31, 2024 is Rs 1,238. In such instances, in our opinion, reasonable steps have been taken by the Company for the recovery of the principal amounts and interest thereon. Refer Notes 5 and 4o(c) to the standalone financial statements.

No. of cases	Principal Amount Overdue	Interest Overdue	Total Overdue	Remarks (if any)
One	1,153	85	1,238	Refer Notes 5 and 4o (c) to the standalone financial statements

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

Note 5 to parties to settle the existing overdue loans/advances in nature of loan. (Also, refer Note 5 to the financial statements) (f) The loans and advances in nature of loans granted during the year, had stipulated the scheduled repayment of principal and payment of interest and the same were not repayable on demand. There were no loans granted during the year to the promoters. iv. In our opinion, the Company has complied with the provisions of Sections 185 and 186 of the Act in respect of the loans and investments made. The Company has not provided any security and guarantees to parties covered under Sections 185 and 186 of the Act. 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. 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, the Company is generally regular in depositing undisputed statutory dues in respect of provident fund, though there has been a slight delay in a few cases and is regular in depositing undisputed statutory dues including employees? state insurance, profession tax, income tax, goods and services tax, duty of customs, duty of excise, value added tax and other material statutory dues. The extent of the arrears of statutory dues outstanding at March 31, 2024, 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 (Rs In Crores)	Period to which the amount relates	Due date	Date of Payment
The Employees? Provident Funds and Miscellaneous Provisions Act, 1952	Provident fund	0.1	April 2023 – August 2023	15th of the Subsequent month	Not paid

R efer note 42(d) to the standalone financial statements regarding management?s assessment on certain matters relating to provident fund.

( The particulars of dues of income tax, sales tax, valueb) added tax, service tax, goods and services tax, duty of customs, duty of excise, entry tax, stamp duty, property tax and other taxes charged by local bodies at March 31, 2024 which have not been deposited on account of a dispute are disclosed in Appendix I to this report. There have been no dues of provident fund, employees? state insurance and profession tax which have not been deposited on account of dispute.

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, that has not been recorded in the books of accounts.

ix. (a) The Company has not defaulted in repayment of loans 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.

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 or an associate Company. The Company has no joint ventures.

(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 subsidiaries, or an associate company. The Company has no joint ventures.

(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 filed 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. As explained by the management, there were certain complaints in respect of which investigations are ongoing as on the date of our report and, hence, the impact on our audit in respect of those complaints cannot be determined at this stage.

(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 such 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.

( The reports of the Internal Auditor for the period underb) 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 or housing finance 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) Based on the information and explanations provided by the management of the Company, the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) does not have any CICs, which are part of the Group. We have not, however, separately evaluated whether the information provided by the management is accurate and complete. 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 auditors 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 (Also refer note 51(xiv) 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) The Company has during the year spent the amount of

Corporate Social Responsibility as required under subsection (5) of Section 135 of the Act. Accordingly, reporting under clause 3(xx) 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 this report.

For Price Waterhouse & Co Chartered Accountants LLP

Firm Registration Number: 304026E/ E-300009

	Dibyendu Majumder
	Partner
Place: Mumbai	Membership Number: 057687
Date: May 24, 2024	UDIN: 24057687BKFTPO5001

Appendix I – Particulars of Tax dues not deposited on account of a dispute

Referred to in paragraph vii(b) of Annexure B to the Independent Auditor?s Report to the members of United Spirits Limited on the standalone financial statements as of and for the year ended March 31, 2024

Sl. No.	Name of Statute	Nature of Dues	Disputed Amount (Rs crores)	Amount Paid (Rs crores)	Unpaid Amount (Rs crores)	Financial Year to which the amount relates	Forum where the dispute is pending
1	Income Tax Act, 1961	Income Tax	37	35	2	2005-06, 2009-10	Commissioner of Income Tax ( Appeals)
2	Income Tax Act, 1961	Income Tax	2,796	644 (*)	2,152	1988-89, 1989- 90,1991-92 to 1993-94, 1995- 96,2000-01,2005- 09, 2014-15 to 2017-18	Income Tax Appellate Tribunal
3	Income Tax Act, 1961	Income Tax	1,095	241 (*)	854	1985-86 to 2004- 05, 2006-07 to 2008-09 and 2011- 12 to 2013-14	High Courts of various states
4	Customs Act, 1962	Custom Duty	0 #	0 #	0 #	1997-98	Commissioner of Customs
5	Service Tax - Finance Act, 1994	Service Tax	196	0#	196	2004-05 to 2015-16	Commissioner of Service Tax
6	Service Tax - Finance Act, 1994	Service Tax	1	0#	1	2016-17 to 2017-18	Commissioner (Appeals)
7	Service Tax - Finance Act, 1994	Service Tax	28	4	24	2005-2006, 2009- 10 to 2010-11, 2014- 15 to 2016-17	Customs Excise and Service Tax Appellate Tribunal
8	Service Tax - Finance Act, 1994	Service Tax	124	-	124	2000-01, 2007-08 to 2011-12	High Court of various states
9	Central Excise Act, 1944	Central Excise Duty	39	1	38	1994-95, 2012-13 to 2017-18	Commissioner of Central Excise
10	Central Excise Act, 1944	Central Excise Duty	141	6	135	1997- 98 to 2003- 04	Customs Excise and Service Tax Appellate Tribunal
11	West Bengal Sales Tax Act, 1994	Sales Tax/ Value Added Tax	77	-	77	2002-03, 2014-15 to 2017-18	Commissioner of Commercial Taxes
12	Central and Various State Sales Tax Acts	Sales Tax/Value Added Tax	15	0#	15	1993- 94 to 1995- 96, 2002-03 to 2007-08, 2021-22	Commercial Tax Officer
13	Central and Various State Sales Tax Acts	Sales Tax/Value Added Tax	17	5	12	1994-95 to 1996- 97, 2005-06 to 2006-07, 2009-10 to 2013-14, 2015-16 to 2017-18	Assistant Commissioner of Commercial Taxes
14	Central and Various State Sales Tax Acts	Sales Tax/Value Added Tax	9	0#	9	2004-05, 2006-07 to 2011-12, 2013-14, 2015-16 to 2016-17, 2018-19 to 2019-20	Additional Commissioner of Commercial Taxes
15	Central and Various State Sales Tax Acts	Sales Tax/Value Added Tax	63	14	49	1985-1986, 2007- 08 to 2008-09, 2010-11 to 2019-20	Deputy Commissioner of Commercial Taxes

 

16		Central and Various State Sales Tax Acts	Sales Tax/Value Added Tax	279		29			250	2000-01 to 2001- 02, 2003-04 to 2005-06, 2010-11 to 2020-21	Joint Commissioner of Commercial Taxes
17		Central and Various State Sales Tax Acts	Sales Tax/Value Added Tax	44		7			37	1990-91, 1992-93 to 1993-94, 1995-96 to 2000-01, 2004- 05, 2015-16 to 2017-18	Commercial Taxes Appellate Tribunal
18		Central and Various State Sales Tax Acts	Sales Tax/Value Added Tax	5		-			5	1993-94, 2003- 04, 2005-06 and 2017-18	Commercial Taxes Appellate Tribunal and Revisionary Board
19		Central and Various State Sales Tax Acts	Sales Tax/Value Added Tax	53		15			38	1978-79 to 1984-85, 1988-89 to 1989- 90, 1992-93 to 1994-95, 1996-97 to 2001-02, 2007- 08, 2009-10 to 2011-12, 2017-18 to 2020-21	High Courts of various states
20		Various Entry Tax Acts, Local Body Tax and Octroi Duty	Entry Tax/Local Body Tax	0#		-			0#	1989-1990 and 2017-2018	Assessing Officer
21		Various Entry Tax Acts, Local Body Tax and Octroi Duty	Entry Tax/Local Body Tax	1		0#			1	2014-15 and 2015-16	Assistant Commissioner of Commercial Taxes
22		Various Entry Tax Acts, Local Body Tax and Octroi Duty	Entry Tax/Local Body Tax	5		1			4	2005-06, 2007-08 to 2009-10, 2010-11 to 2015-16	Joint Commissioner/ Additional Commissioner of Commercial Taxes
23		Various Entry Tax Acts, Local Body Tax and Octroi Duty	Entry Tax/Local Body Tax	5		3			2	1987-88, 2000-01, 2004-05, 2007-08 to 2010-11	Commercial Taxes Appellate Tribunal
24		Various Entry Tax Acts, Local Body Tax and Octroi Duty	Entry Tax/Local Body Tax	2		2			1	2007-08 to 2013-14	High Court of various states
25		Various Entry Tax Acts, Local Body Tax and Octroi Duty	Entry Tax/Local Body Tax/Octroi Duty	4		1			3	1997-98, 2003-04 to 2007-08	Supreme Court
26		Bengal Excise Act, 1909 and Bengal Excise (Amendment) Act, 2012	State Excise	1		-			1	1993-94	Civil Court, West Bengal
27		Bengal Excise Act, 1909 and Bengal Excise (Amendment) Act, 2012	State Excise	0 #		-			0 #	1994-95 and 2014-15	Collector of State Excise, West Bengal
28	Various State Excise Acts		State Excise		3		-	3		2010-11 to 2017-18	Superintendent of State Excise
29	Various State Excise Acts		State Excise		19		4	15		2019-20	Deputy Superintendent of State Excise
30	Various State Excise Acts		State Excise		8		3	5		2001-02, 2002-03, 2015-16	Principal Secretary of Excise
31	Various State Excise Acts		State Excise		14		4	10		1963-64 to 1972-73, 1974-75 to 1991-92, 1993-94, 1995-96, 1998-99, 2000-01, 2011-12, 2014-15, 2015- 16, 2022-23	Commissioner of State Excise
32	Various State Excise Acts		State Excise		1		-	1		1994-95, 2001-02, 2007-08, 2012-13	State Taxation tribunals
33	Various State Excise Acts		State Excise		27		11	16		1972-73, 1973-74, 1980- 81, 1982-83, 1997- 98, 1998-99, 2001-02, 2002-03, 2010-11, 2012- 13 to 2015-16, 2018-19	High Courts of various states
34	Various State Excise Acts		State Excise		150		8	142		1971-72, 1992-93, 1996-97, 2002-03, 2004-05, 2012-13	Supreme Court
35	Central/ States Goods & Services Tax Act, 2017		Goods & Services Tax		0 #		-	0 #		2018-19	Assistant Commissioner
36	Central/ States Goods & Services Tax Act, 2017		Goods & Services Tax		68		4	64		2017-18 to 2021-22	Joint Commissioner of Commercial Taxes / Commissioner (Appeals)
37	Central/ States Goods & Services Tax Act, 2017		Goods & Services Tax		933		-	933		2017-18 to 2020-21	High Court of Karnataka
38	Other Litigations		Stamp Duty		1		-	1		1999-2000	High Court
39	Other Litigations		Property Tax		0 #		-	0 #		2019-20	High Court

# ‘0? indicates that the amounts involved are below Rs fifty lakhs and the sign ‘-?indicates that the amounts are nil.

* Amount paid includes refunds due to the company which have been adjusted by the assessing officer (AO) towards demands pending for other financial years. The amount paid in the table above has been restricted to the extent of the disputed amount.

Appendix I I – Title deeds not in the name of the Company

Referred to in paragraph i(c) of Annexure B to the Independent Auditor?s Report to the members of United Spirits Limited on the standalone financial statements as of and for the year ended March 31, 2024

Description of property	Held in the name of	Gross carrying value (Rs crores)	Whether promoter, director or their relative or employee	Period held- indicate range, where appropriate	Reason for not being held in name of Company
Building in the state of Karnataka	Refer Note 1	34	No	13 years	Refer Note 1 below
Building in the state of Maharashtra	Shaw Wallace & Company Limited	0#	No	16 years	Refer Note 2 below
Freehold land in Gujarat	Herbertsons Limited	0#	No	18 years	Refer Note 2 below
Freehold land in Maharashtra	Herbertsons Limited	27	No	18 years	Refer Note 2 below
Freehold land in Maharashtra	McDowell & Company Limited	27	No	23 years	Refer Note 5 below
Freehold land in Maharashtra	Maharashtra Distilleries Limited	1	No	18 years	Refer Note 2 below
Freehold land in Odisha	Poonam Distillery Limited	1	No	18 years	Refer Note 2 below
Freehold land in Rajasthan	Udaipur Distillery Co. Limited	2	No	23 years	Refer Note 2 below
Freehold land in Uttar Pradesh	Carew Phipson Ltd	5	No	28 years	Refer Note 2 below
Freehold land in Uttar Pradesh	Ganges Soap Works Private Limited	0#	No	18 years	Refer Note 2 below
Freehold land in West Bengal	Bengal Distilleries Co Ltd	0#	No	15 years	Refer Note 2 below
Freehold land in West Bengal	Serampore Distillery and Chemical Company Limited	1	No	23 years	Refer Note 2 below
Freehold land in West Bengal	Shaw Wallace Distilleries Limited	1	No	18 years	Refer Note 2 below
Freehold land in West Bengal	Jointly Held	1	No	18 years	Refer Note 7 below
Leasehold land in Rajasthan	Udaipur Distillery Co. Limited	1	No	23 years	Refer Note 2 below
Freehold land in Karnakata	Pampasar Distillery Limited	9	No	18 years	Refer Note 2 and Note 3 below
Freehold land in Telangana	Shaw Wallace & Company Limited	63	No	16 years	Refer Note 2 and Note 3 below
Freehold land in Uttar Pradesh	Central Distillery and Chemical Works Ltd	5	No	18 years	Refer Note 2 and Note 3 below
Freehold land in West Bengal	Carew and Company Limited	3	No	23 years	Refer Note 2 and Note 3 below
Freehold land in West Bengal	McDowell & Company Limited	6	No	23 years	Refer Note 3 and Note 5 below

 

Freehold land in West Bengal	Refer Note 6	8	No	23 years	Refer Note 3 and Note 6 below
Freehold land in West Bengal	Shaw Wallace & Company Limited	22	No	16 years	Refer Note 2 and Note 4 below
Freehold land in Goa	Jointly Held	3	No	21 years	Refer Note 3 and Note 7 below
Free hold land in Delhi	McDowell & Co Ltd	9	No	23 years	Refer Note 2 and Note 3 below
Freehold land in Tamil Nadu	McDowell & Company Limited	0#	No	23 years	Refer Note 5 below
Freehold land in Telangana	McDowell & Co Ltd	5	No	23 years	Refer Note 2 below
Freehold land in Telangana	McDowell & Company Limited	0#	No	23 years	Refer Note 5 below
Freehold land in Uttar Pradesh	McDowell & Company Limited	0#	No	23 years	Refer Note 5 below
Leasehold land in Kerala	McDowell & Co Ltd	1	No	23 years	Refer Note 2 and Note 3 below
Freehold land in West Bengal	McDowell & Company Limited	2	No	23 years	Refer Note 5 below

Notes:

# ‘0? indicates that the amounts involved are below Rs fifty lakhs.

1. The Company has entered into an agreement to sell with the erstwhile owner and is litigating for execution of the sale deed. Refer to Note 3.1(b) to the standalone financial statements.

2. Held in the name of erstwhile transferor companies which were amalgamated with the Company through approved Court Schemes. Refer to Notes 3.1(a) and 3.6(a) for the standalone financial statements.

3. These properties are under hypothecation with a bank. Refer to Notes 33(b) and 40(d) for the standalone financial statements.

4. Part of this property is under dispute with a regulator and the matter is pending with the Kolkata High Court.

5. McDowell & Company Limited?s name has been changed to United Spirits Limited w.e.f. October 17, 2006.

6. The Company is not in the possession of the title deeds. Refer to Note 3.1(a) to the standalone financial statements.

7. The property is being jointly held by the Company and a third party. Refer to Note 3.1(a) and 3.6(a) to the standalone financial statements.