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Vijaya Diagnostic Centre Ltd Auditor Reports

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Aug 29, 2025|12:00:00 AM

Vijaya Diagnostic Centre Ltd Share Price Auditors Report

To the Members of Vijaya Diagnostic Centre Limited
Report on the Audit of the Standalone Financial Statements

OPINION

We have audited the standalone financial statements
of Vijaya Diagnostic Centre Limited (the "Company")
which comprise the standalone balance sheet as
at 31 March 2025, and the standalone statement
of profit and loss (including other comprehensive
income), standalone statement of changes in equity
and standalone statement of cash flows for the year
then ended, and notes to the standalone financial
statements, including material accounting policies
and other explanatory information.

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
("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 31 March 2025, and its profit and other
comprehensive income, changes in equity and its cash
flows for the year ended on that date.

BASIS FOR OPINION

We conducted our audit in accordance with the
Standards on Auditing (SAs) specified under Section

143(10) of the Act. Our responsibilities under
those SAs 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 on the standalone
financial statements.

KEY AUDIT MATTERS

Key audit matters are those matters that, in our
professional judgment, were of most significance in
our audit of the standalone financial statements of
the current period. These matters were addressed in
the context of our audit of the standalone financial
statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on
these matters.

REVENUE RECOGNITION

Refer note 3A of the summary of material accounting policies and note 14 to standalone financial statements

The key audit matter

How the matter was addressed in our audit

Revenue from diagnostics services is recognised at a
point in time when the tests are conducted and test
samples are processed.

In view of the significance of the matter we applied the
following audit procedures in this area, among others
to obtain sufficient and appropriate audit evidence:

The Company generates revenue through large
number of diagnostic centers with high volume of
sales that are made primarily on cash and carry basis
which increases the risk of revenue being recognized
inappropriately and highlights the criticality of sound
internal processes of summarising and recording sales
revenue to mitigate error and fraud risk.

1. Obtained an understanding of the systems,
processes and controls implemented by
the Company. We evaluated the design,
implementation and the operating effectiveness
of key internal financial controls with respect to
revenue recognition including those related to
reconciliation of sales to cash/credit card receipts.

In view of the above, we identified revenue recognition
as a key audit matter.

2. Tested the reconciliation of revenue generated
through cash/credit card and the amount
deposited into the bank statements.
3. Performed substantive testing on samples selected
using statistical sampling of revenue transactions
recorded during the year by testing the underlying
documents to assess whether criteria for revenue
recognitions are met. Further, we verified the
accuracy of the sales price by comparing the rates
with the approved price list and discount policy.

The key audit matter

How the matter was addressed in our audit

4. Tested the periodic reconciliation of revenue as
per the billing system to the revenue recorded as
per the accounting records. Further, we tested the
reconciliation of revenue recognised with statutory
filings (Goods and Services Tax returns).

5. Tested sample journal entries affecting revenue
recognised during the year, selected based on
specified risk-based criteria, to identify unusual
items.

6. Carried out analytical procedures on revenue
recognised during the year to identify unusual
variances.

7. Assessed the adequacy of disclosures in respect of
revenue in the standalone financial statements.

IMPAIRMENT ASSESSMENT OF INVESTMENT IN SUBSIDIARIES

Refer note 3P of the summary of material accounting policies and note 6 (a) to standalone financial statements

The key audit matter

How the matter was addressed in our audit

The Company has investment in subsidiaries
aggregating to 14,446.34 Lakhs as at 31 March 2025.
The Company records the investments at cost less any
provision for impairment loss.

In view of the significance of the matter we applied the
following audit procedures in this area, among others
to obtain sufficient and appropriate audit evidence:

1. Obtained an understanding of the process
followed by the Company in respect of the annual
impairment analysis for investment in subsidiaries.

Any changes in business environment could have a
significant impact on the valuation of these investment.
The investment in subsidiaries is tested annually for
any triggers for impairment. If triggers are identified,
the recoverable amounts of the investments are
determined based on value in use, using discounted
cash flow technique. If the recoverable amount is lower
than the carrying value of the investment, impairment
loss is recognised in the standalone statement of profit
and loss.

2. Evaluated the design, implementation and testing
the operating effectiveness of key internal controls
related to the Companys process relating to review
of the annual impairment analysis, including
controls over determination of key assumptions.
3. Assessed the valuation methodology applied in
determining the recoverable values including
reasonableness of forecasted revenue,

The determination of recoverable amounts of the
investment in subsidiaries is based on key management
assumptions and estimates such as discount rate,
terminal growth rate and future revenue and cash flow
projections as well as their judgement with respect to
the subsidiaries future performance.

corresponding costs and margins for the future
years, assumptions such as discount rate and
terminal growth rate based on our knowledge of
the underlying business.

4. Evaluated key assumptions in the Companys
valuation models used to determine
recoverable amount including assumptions of
projected earnings before interest, taxes and
depreciation and amortisation, growth rate and
related costs based on our knowledge of the
Company and market. Assessed the historical
accuracy by comparing past forecasts to actual
results achieved.

We identified the assessment of impairment indicators
and resultant provisions, if any, in respect of investment
in subsidiaries as a key audit matter considering
the materiality of the amount in the context of the
standalone financial statements, significant degree of
judgements and uncertainty involved in the estimates
and key assumptions used as above.

5. Performed a sensitivity analysis to evaluate the
impact of change in key assumptions to the
recoverable value.
6. Assessed the adequacy of the Companys
disclosures in the standalone financial statements.

OTHER INFORMATION

The Companys Management and Board of Directors
are responsible for the other information. The other
information comprises the information included in
the annual report, but does not include the financial
statements and auditors report(s) 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 necessary actions, as
applicable under the relevant laws and regulations.

MANAGEMENTS AND BOARD OF
DIRECTORS RESPONSIBILITIES FOR THE
STANDALONE FINANCIAL STATEMENTS

The Companys Management and Board of Directors
are 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 state of affairs, profit and
other comprehensive income, changes in equity
and cash flows of the Company in accordance with
the accounting principles generally accepted in
India, including the Indian Accounting Standards
(Ind AS) 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.

In preparing the standalone financial statements, the
Management and Board of Directors are responsible for
assessing the Companys ability to continue as a going
concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of
accounting unless the Board of Directors either intends

to liquidate the Company or to cease operations, or has
no realistic alternative but to do so.

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

AUDITORS RESPONSIBILITIES FOR THE
AUDIT OF THE STANDALONE FINANCIAL
STATEMENTS

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

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

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

• Obtain an understanding of internal control relevant
to the audit in order to design audit procedures
that are appropriate in the circumstances. Under
Section 143(3)(i) of the Act, we are also responsible
for expressing our opinion on whether the
company has adequate internal financial controls
with reference to 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 the
Management and Board of Directors.

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

the related disclosures in the standalone financial
statements or, if such disclosures are inadequate,
to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date
of our auditors report. However, future events or
conditions may cause the Company to cease to
continue as a going concern.

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

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

We also provide those charged with governance with
a statement that we have complied with relevant
ethical requirements regarding independence, and to
communicate with them all relationships and other
matters that may reasonably be thought to bear on
our independence, and where applicable, related
safeguards.

From the matters communicated with those charged
with governance, we determine those matters that
were of most significance in the audit of the standalone
financial statements of the current period and are
therefore the key audit matters. We describe these
matters in our auditors report unless law or regulation
precludes public disclosure about the matter or when,
in extremely rare circumstances, we determine that
a matter should not be communicated in our report
because the adverse consequences of doing so would
reasonably be expected to outweigh the public interest
benefits of such communication.

REPORT ON OTHER LEGAL AND
REGULATORY REQUIREMENTS

1. As required by the Companies (Auditors Report)
Order, 2020 ("the Order") issued by the Central
Government of India in terms of Section 143(11)
of the Act, we give in the "Annexure A" a statement
on the matters specified in paragraphs 3 and 4 of
the Order, to the extent applicable.

2 A. 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 (a)
for the matter stated in the paragraph
2(B)(f) below on reporting under Rule
11(g) of the Companies (Audit and
Auditors) Rules, 2014 and (b) that in the
absence of sufficient and appropriate
information for the accounting software
used for maintaining the books of
account relating to payroll records from
01 January 2025 till 31 March 2025,
we are unable to comment whether
that the back-up of the said software
which form part of ‘the books of account
and other relevant books and papers
in electronic mode has been kept on
servers physically located in India on a
daily basis for the said period.

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 Ind
AS specified under Section 133 of the
Act.

e. On the basis of the written representations
received from the directors as on 01
April 2025 taken on record by the Board
of Directors, none of the directors is
disqualified as on 31 March 2025 from
being appointed as a director in terms of
Section 164(2) of the Act.

f. The qualification relating to the
maintenance of accounts and other
matters connected therewith are as
stated in the paragraph 2A(b) above
on reporting under Section 143(3)(b)
of the Act and paragraph 2B(f) below
on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules,
2014.

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 B".

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

a. The Company has disclosed the impact of
pending litigations as at 31 March 2025
on its financial position in its standalone
financial statements - Refer Note 22 to
the standalone financial statements.

b. The Company did not have any long-term
contracts including derivative contracts
for which there were any material
foreseeable losses.

c. There were no amounts which were
required to be transferred to the Investor
Education and Protection Fund by the
Company.

d (i) The management has represented
that, to the best of its knowledge and
belief, as disclosed in the Note 34(v) 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 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.

(ii) The management has represented
that, to the best of its knowledge
and belief, as disclosed in the Note
34(vi) 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 directly or
indirectly, lend or invest in other
persons or entities identified in any
manner whatsoever by or on behalf
of the Funding Parties ("Ultimate
Beneficiaries") or provide any
guarantee, security or the like on
behalf of the Ultimate Beneficiaries.

(iii) Based on the audit procedures that
have been 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

(i) and (ii) of Rule 11(e), as provided
under (i) and (ii) above, contain any
material misstatement.

e. The final 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 38 to the standalone
financial statements, the Board of
Directors of the Company have proposed
final 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.

f. Based on our examination which included
test checks, except for the instances
mentioned below, the Company has used
accounting softwares for maintaining its
books of account which have a feature of
recording audit trial (edit log) facility and
the same has operated throughout the
year for all relevant transactions recorded
in the respective softwares:

• The feature of recording audit trail
(edit log) facility was not enabled at
the database level to log any direct
data changes for the accounting
software used for maintaining the
books of account relating to general
ledger and customer billing.

• In the absence of sufficient and
appropriate reporting on compliance
with the audit trail requirements in
the independent auditors report of
a service organisation from 1 April
2024 to 31 December 2024 and
in the absence of an independent
auditors report for the said service
organisation from 1 January 2025
to 31 March 2025, we are unable to
comment whether audit trail feature
of the accounting software which is
operated by a third party software
service provider for maintaining its
books of account relating to payroll
process, was enabled and operated
throughout the year for all relevant
transactions recorded in the software
or whether there were any instances
of the audit trail feature been
tampered with.

Further, where audit trail (edit log) facility
was enabled and operated throughout

the year for respective accounting
softwares, we did not come across any
instance of audit trail feature being
tampered with.

Additionally, the audit trail in respect of
the previous year has been preserved
by the Company as per the statutory
requirements for record retention except
for the instances mentioned below:

• in case of the accounting softwares
used for maintaining general ledger,
the audit trail is not preserved for the
database level.

• in case of an accounting software
used for maintaining payroll records,
we are unable to comment whether

the audit trail has been preserved by
the Company.

C. With respect to the matter to be included in
the Auditors Report under Section 197(16) of
the Act:

In our opinion and according to the
information and explanations given to us,
the remuneration paid by the Company to
its directors during the current year is in
accordance with the provisions of Section
197 of the Act. The remuneration paid to
any director is not in excess of the limit
laid down under Section 197 of the Act.
The Ministry of Corporate Affairs has not
prescribed other details under Section
197(16) of the Act which are required to be
commented upon by us.

Annexure A

To the Independent Auditors Report on the Standalone Financial Statements of Vijaya Diagnostic
Centre Limited for the year ended 31 March 2025

(Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements section of our
report of even date)

(i) (a) (A) The Company has maintained proper

records showing full particulars, including
quantitative details and situation of
property, plant and equipment, right-of-
use assets and investment property.

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

(b) According to the information and
explanations given to us and on the basis
of our examination of the records of the
Company, the Company has a regular
programme of physical verification of its
property, plant and equipment, right-of-use
assets and investment property by which all
property, plant and equipment, right-of-use
assets and investment property are verified in
a phased manner over a period of three years.
In accordance with this programme, certain
property, plant and equipment, right-of-use
assets and investment property were verified
during the year. In our opinion, this periodicity
of physical verification is reasonable having
regard to the size of the Company and the
nature of its assets. No material discrepancies
were noticed on such verification.

(c) According to the information and explanations
given to us and on the basis of our examination
of the records of the Company, the title
deeds of immovable properties (other than
immovable properties where the Company is
the lessee and the leases agreements are duly
executed in favour of the lessee) disclosed in
the standalone financial statements are held
in the name of the Company.

(d) According to the information and explanations
given to us and on the basis of our examination
of the records of the Company, the Company
has not revalued its Property, Plant and
Equipment (including Right of Use assets) or
intangible assets or both during the year.

(e) According to the information and explanations
given to us and on the basis of our examination
of the records of the Company, there are no
proceedings initiated or pending against the
Company for holding any benami property
under the Prohibition of Benami Property
Transactions Act, 1988 (as amended in 2016)
and rules made thereunder.

(ii) (a) The inventories have been physically verified
by the management during the year. In our
opinion, the frequency of such verification is
reasonable and procedures and coverage as
followed by management were appropriate.
No discrepancies were noticed on verification
between the physical stocks and the book
records that were more than 10% in the
aggregate of each class of inventory.

(b) According to the information and
explanations given to us and on the basis
of our examination of the records of the
Company, the Company has not been
sanctioned any working capital limits in
excess of five crore rupees in aggregate from
banks and financial institutions on the basis
of security of current assets at any point of
time of the year. Accordingly, clause 3(ii)(b) of
the Order is not applicable to the Company.

(iii) According to the information and explanations given to us and on the basis of our examination of the records
of the Company, the Company has not made investments in, provided any guarantee or security or granted
any loans or advances in the nature of loans secured or unsecured to firms or limited liability partnership
during the year. The Company has not provided any guarantee or security or granted loans or advacnes in
the nature of loans secured or unsecured to any other parties during the year. Further, the Company has not
made investments in, provided any guarantee or security or granted advances in the nature of loans to any
companies during the year. However, the Company has made investments in other parties and has granted
unsecured loans to companies during the year.

(a) Based on the audit procedures carried on by us and as per the information and explanations given to us
the Company has provided unsecured loan to its subsidiary as below:

( in Lakhs)

Particulars

Loans

Aggregate amount provided during the year to Subsidiary*

840

Balance outstanding as at balance sheet date Subsidiaries*

2,126

(b) According to the information and explanations given to us and based on the audit procedures conducted
by us, in our opinion the investments made, and the terms and conditions of the grant of loans during the
year are not prejudicial to the interest of the Company.

(c) According to the information and explanations given to us and on the basis of our examination of the
records of the Company, in the case of loans given, in our opinion the repayment of principal and payment
of interest has been stipulated and the repayments or receipts have been regular. The principal amount
of loan is not due as at 31 March 2025. Further, the Company has not given any advance in the nature of
loan to any party during the year.

(d) According to the information and explanations given to us and on the basis of our examination of the
records of the Company, there is no overdue amount for more than ninety days in respect of loans given.
Further, the Company has not given any advances in the nature of loans to any party during the year.

(e) According to the information and explanations given to us and on the basis of our examination of the
records of the Company, in our opinion following instance of loan falling due during the year was renewed:

Name of the party

Aggregate amount
of loans granted
during the year
Aggregate overdue
amount for which renewal
granted to same party
Percentage of the
aggregate to the total
loans granted during
the year

Medinova Diagnostic
Services Limited

Nil 500 Lakhs 60%

(f) According to the information and explanations
given to us and on the basis of our examination
of the records of the Company, the Company
has not granted any loans or advances in the
nature of loans either repayable on demand
or without specifying any terms or period of
repayment.

(iv) According to the information and explanations
given to us and on the basis of our examination of
the records of the Company, the Company has not
provided any guarantee or security as specified
under Section 185 and 186 of the Companies Act,
2013 ("the Act"). In respect of the loans given and
investments made by the Company, in our opinion
the provisions of Section 185 and 186 of the Act
have been complied with.

(v) The Company has not accepted any deposits or
amounts which are deemed to be deposits from
the public. Accordingly, clause 3(v) of the Order is
not applicable.

(vi) We have broadly reviewed the books of accounts
maintained by the Company pursuant to the
rules prescribed by the Central Government
for maintenance of cost records under Section
148(1) of the Act in respect of services provided
by it and are of the opinion that prima facie, the
prescribed accounts and records have been made
and maintained. However, we have not carried
out a detailed examination of the records with a
view to determine whether these are accurate or
complete.

(vii) (a) The Company does not have liability in respect

of Service tax, Duty of excise, Sales tax and
Value added tax during the year since effective

1 July 2017, these statutory dues has been
subsumed into GST.

According to the information and explanations
given to us and on the basis of our
examination of the records of the Company,
in our opinion, the undisputed statutory dues
including Goods and Service Tax, Provident
Fund, Employees State Insurance, Income-
Tax, Cess or other statutory dues have been
regularly deposited by the Company with the
appropriate authorities. As explained to us, the
Company did not have any dues on account of
Duty of Customs.

According to the information and explanations
given to us and on the basis of our examination
of the records of the Company, no undisputed
amounts payable in respect of Goods and
Service Tax, Provident Fund, Employees State
Insurance, Income-Tax, Cess or other statutory
dues were in arrears as at 31 March 2025 for a
period of more than six months from the date
they became payable.

(b) According to the information and explanations
given to us and on the basis of our examination
of the records of the Company, there are
no statutory dues relating to Goods and
Service Tax, Provident Fund, Employees State
Insurance, Income-Tax, Duty of Customs or
Cess or other statutory dues, which have
not been deposited with the appropriate
authorities on account of any dispute.

(viii) According to the information and explanations
given to us and on the basis of our examination
of the records of the Company, the Company has

not surrendered or disclosed any transactions,
previously unrecorded as income in the books
of account, in the tax assessments under the
Income Tax Act, 1961 as income during the year.

ix) (a) According to the information and explanations

given to us and on the basis of our examination
of the records of the Company, the Company
did not have any loans or borrowings from any
lender during the year. Accordingly, clause
3(ix)(a) of the Order is not applicable to the
Company.

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

(c) In our opinion and according to the
information and explanations given to us
by the management, the Company has not
obtained any term loans. Accordingly, clause
3(ix)(c) of the Order is not applicable.

(d) According to the information and explanations
given to 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 used for long-
term purposes by the Company.

(e) According to the information and explanations
given to us and on an overall examination of
the 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 as defined under the Act.

(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 (as defined
under the Act). The Company does not hold
any investments in any associate or joint
ventures (as defined under the Act).

x) (a) The Company has not raised any moneys by

way of initial public offer or further public offer
(including debt instruments). Accordingly,
clause 3(x)(a) of the Order is not applicable.

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

(xi) (a) During the course of our examination of

the books and records of the Company and
according to the information and explanations
given to us, no fraud by the Company or on
the Company has been noticed or reported
during the year.

(b) According to the information and explanations
given to us, no report under sub-section (12)
of Section 143 of the Act has been filed by the
auditors in Form ADT-4 as prescribed under
Rule 13 of the Companies (Audit and Auditors)
Rules, 2014 with the Central Government.

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

(xii) According to the information and explanations
given to us, the Company is not a Nidhi Company.
Accordingly, clause 3(xii) of the Order is not
applicable.

(xiii) In our opinion and according to the information
and explanations given to us, the transactions
with related parties are in compliance with Section
177 and 188 of the Act, where applicable, and the
details of the related party transactions have been
disclosed in the standalone financial statements as
required by the applicable accounting standards.

(xiv) (a) Based on information and explanations

provided to us and our audit procedures, in
our opinion, the Company has an internal
audit system commensurate with the size and
nature of its business.

(b) We have considered the internal audit reports
of the Company issued till date for the period
under audit.

(xv) In our opinion and according to the information
and explanations given to us, the Company has
not entered into any non-cash transactions with its
directors or persons connected to its directors and
hence, provisions of Section 192 of the Act are 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, clause 3(xvi)(a) of
the Order is not applicable.

(b) The Company is not required to be registered
under Section 45-IA of the Reserve Bank of
India Act, 1934. Accordingly, clause 3(xvi)(b)
of the Order is not applicable.

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

(d) The Company is not part of any group (as
per the provisions of the Core Investment
Companies (Reserve Bank) Directions, 2016
as amended). Accordingly, the requirements
of clause 3(xvi)(d) are not applicable.

(xvii) The Company has not incurred cash losses in
the current and in the immediately preceding
financial year.

(xviii) There has been no resignation of the statutory
auditors during the year. Accordingly, clause
3(xviii) of the Order is not applicable.

(xix) According to the information and explanations
given to us and on the basis of the financial
ratios, ageing and expected dates of realisation
of financial assets and payment of financial
liabilities, 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.

Also refer to the Other Information paragraph
of our main audit report which explains that the
other information comprising the information
included in annual report is expected to be made
available to us after the date of this auditors
report.

(xx) In our opinion and according to the
information and explanations given to us,
there is no unspent amount under sub-
section (5) of Section 135 of the Act pursuant
to any project. Accordingly, clauses 3(xx)(a)
and 3(xx)(b) of the Order are not applicable.

Annexure B

To the Independent Auditors Report on the standalone financial statements of Vijaya Diagnostic
Centre Limited for the year ended 31 March 2025

Report on the internal financial controls with reference to the aforesaid standalone financial statements
under Clause (i) of Sub-section 3 of Section 143 of the Act

(Referred to in paragraph 2(A)(g) under ‘Report on Other Legal and Regulatory Requirements section of our report
of even date)

OPINION

We have audited the internal financial controls with
reference to financial statements of Vijaya Diagnostic
Centre Limited ("the Company") as of 31 March 2025 in
conjunction with our audit of the standalone financial
statements of the Company for the year ended on that
date.

In our opinion, the Company has, in all material respects,
adequate internal financial controls with reference
to financial statements and such internal financial
controls were operating effectively as at 31 March
2025, based on the internal financial controls with
reference to financial statements criteria established by
the Company considering the essential components of
internal control stated in the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting
issued by the Institute of Chartered Accountants of
India (the "Guidance Note").

MANAGEMENTS AND BOARD OF
DIRECTORS RESPONSIBILITIES FOR
INTERNAL FINANCIAL CONTROLS

The Companys Management and the Board ofDirectors
are responsible for establishing and maintaining
internal financial controls based on the internal
financial controls with reference to financial statements
criteria established by the Company considering the
essential components of internal control stated in
the Guidance Note. These responsibilities include the
design, implementation and maintenance of adequate
internal financial controls that were operating
effectively for ensuring the orderly and efficient conduct
of its business, including adherence to companys
policies, the safeguarding of its assets, the prevention
and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the
timely preparation of reliable financial information, as
required under the Act.

AUDITORS RESPONSIBILITY

Our responsibility is to express an opinion on the
Companys internal financial controls with reference to
financial statements based on our audit. We conducted
our audit in accordance with the Guidance Note and
the Standards on Auditing, prescribed under Section
143(10) of the Act, to the extent applicable to an audit
of internal financial controls with reference to financial
statements. 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 were
established and maintained and if such controls
operated effectively in all material respects.

Our audit involves performing procedures to obtain
audit evidence about the adequacy of the internal
financial controls with reference to financial statements
and their operating effectiveness. Our audit of
internal financial controls with reference to financial
statements included obtaining an understanding of
internal financial controls with reference to financial
statements, assessing the risk that a material weakness
exists, and testing and evaluating the design and
operating effectiveness of internal control based on
the assessed risk. The procedures selected depend on
the auditors judgement, including the assessment of
the risks of material misstatement of the standalone
financial statements, whether due to fraud or error.

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

MEANING OF INTERNAL FINANCIAL
CONTROLS WITH REFERENCE TO
FINANCIAL STATEMENTS

A companys internal financial controls with reference
to financial statements is a process designed to
provide reasonable assurance regarding the reliability
of financial reporting and the preparation of 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 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 financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO
FINANCIAL STATEMENTS

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

For B S R and Co

Chartered Accountants
Firms Registration No.:128510W

 

Balkishan Kabra

Partner
Membership No.: 221202
ICAI UDIN:25221202BMOCGH3544

 

Place: Hyderabad

Date: 12 May 2025

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