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Welspun Enterprises Ltd Auditor Reports

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Welspun Enterprises Ltd Share Price Auditors Report

To

The Members of Welspun Enterprises Limited

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

OPINION

We have audited the accompanying standalone financial statements of Welspun Enterprises Limited ("the Company"), which comprises of Standalone Balance Sheet as at March 31,2026, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including a summary of material accounting policies and other explanatory information which includes financial statements of Welspun Employees Welfare Trust ("the Trust") for the year ended on that date (hereinafter referred to as "the Standalone Financial Statements").

In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration of the audit report of other auditor on separate financial statements and on other financial information of the Trust referred to in the Other Matters paragraph below, the aforesaid Standalone Financial Statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31,2026, its profit, total other comprehensive income, its cash flows and the changes in equity 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 Standards are further described in the Auditors Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Act and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAIs Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit 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 year. These matters were addressed in the context of our audit of the Standalone Financial Statements as a whole and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

We have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditors responsibilities for the audit of the Standalone Financial Statements section of our report, including in relation to these matters.

Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the standalone financial statements. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying Standalone Financial Statements.

Sr. Key Audit Matters No. Auditors Response
1 Revenue recognition - Accounting for long-term construction contracts (Refer note 3(A)(ii) and Note 32 of the Standalone Financial Statements)
• The revenue recognition policy followed by the Company includes revenue from Engineering, Procurement and Construction (EPC) contracts, which is recognized over the period of time using percentage of completion method (Input method), in accordance with the applicable accounting standards. Our audit procedures for revenue recognition included the following:
• Evaluated the design, tested the implementation and operating effectiveness of key internal controls over recognition of revenue.
• The assessment of stage of completion requires significant management judgement, including estimation of total contract costs, evaluation of work completed, assessment of contractual variations and claims, and estimation of foreseeable losses, where applicable. There is an inherent risk that revenue may be misstated because of fraud, resulting from the pressure management may feel to achieve performance targets. • Assessed whether the revenue recognition accounting policies are in compliance with the accounting standards.
• Tested the accuracy of costs incurred and reviewed supporting documentation for completeness.
• Evaluated managements estimates of stage of completion, cost-to-complete, and contract variations for reasonableness.
• Revenue is also an important element of how the Company measures its performance. The Company focuses on revenue as a key performance measure, which could create an incentive for revenue to be recognized before the underlying performance obligations are satisfied or based on inappropriate estimation of project progress and costs. Accordingly, revenue recognition over period of time was considered to be a key audit matter. • Performed independent recalculation of revenue recognized over time and verify contract terms, claims and variations.
• Reviewed disclosures to ensure compliance with accounting standards.
2. Impairment of Investment in an Associate (Refer to Note Nos. 3 (B)(e) and 52 to the Standalone Financial Statements)
• The Company has a material investment in an associate company. The Management performs annual impairment assessment for the investment. Our audit procedures included, among others:
• The impairment assessment involves significant assumptions relating to recoverable value. Changes in these assumptions could materially impact the determination of recoverable amounts and the consequent impairment provision, if any. • Evaluated the design and tested the operating effectiveness of the internal controls relating to impairment assessment.
• Inquired with the management of the associate company.
• Evaluated managements valuation model and key assumptions.
• Obtained and verified financial information of the associate company.
• Considering the materiality of the investment and the significant degree of management judgement involved in estimating the recoverable amount of the investment, the impairment assessment of investment in an associate company was considered to be a key audit matter.
• Reviewed the report issued by the managements independent external valuation expert to evaluate the reasonableness of key assumptions. Additionally, we considered external market and economic indicators to assess recoverability.
• Evaluated the financial statement disclosures.
3 Expected credit loss on receivables and contract assets (Refer to Note Nos. 3A (xx)(C) and 14 to the Standalone Financial Statements)
• The Company assesses the expected credit loss (ECL) allowance on trade receivables and contract assets in accordance with the requirements of the applicable accounting standards. Our audit procedures included, among others:
• The determination of ECL involves significant management judgement and estimation, including assessment of historical default patterns, ageing of receivables, customer creditworthiness, probability of default, recovery expectations and economic conditions. The estimation of ECL on contract assets involves a higher degree of uncertainty due to the dependence on future billing milestones, certification of work completed and ultimate collection from customers. The assessment also requires appropriate segmentation of receivables and completeness and accuracy of data used in the impairment model. • Obtained an understanding of and assessed the design and implementation of controls over the ECL process and tested the operating effectiveness of key controls relevant to the estimation of ECL on trade receivables and contract assets.
• Evaluated the reasonableness of key assumptions applied in the ECL model, including default rates and historical loss experience and assessed these assumptions for indicators of management bias.
• Tested the accuracy and completeness of underlying data used in the ECL computation, including ageing analysis of receivables and contract asset balances, with reference to supporting records, where applicable.
• There is an inherent risk that the expected credit loss allowance may be misstated due to management bias in selecting assumptions and estimates used in the ECL model. • Performed independent recalculations of the ECL provision and assessed the appropriateness of segmentation of trade receivables based on shared
• Changes in assumptions relating to default rates, recoverability and future economic conditions could materially impact the provision for impairment. Accordingly, impairment assessment of trade receivables and contract assets was considered to be a key audit matter. credit risk characteristics. • Evaluated the adequacy of disclosures relating to ECL in the financial statements to ensure compliance with the applicable financial reporting framework.

INFORMATION OTHER THAN THE STANDALONE FINANCIAL STATEMENTS AND AUDITORS REPORT THEREON

The Companys Management and Board of Directors are responsible for the other information. The other information comprises the information included in the Business Responsibility and Sustainability Report, Management Discussion and Analysis (MDA), Corporate Governance and Boards Report including annexures to the Board report but does not include the Standalone Financial Statements and our auditors report thereon.

Our opinion on the Standalone Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our knowledge obtained during the

course of our 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

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 financial position, financial performance (including other comprehensive income), cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies (Indian Accounting

Standards) Rules, 2015, as amended and other accounting principles generally accepted in India.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 the 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 Management and the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Companys 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 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 the Standalone Financial Statements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management.

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

Materiality is the magnitude of misstatements in the Standalone Financial Statements that individually or in aggregate makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work and (ii) to evaluate the effect of identified misstatements in the standalone financial statements.

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.

OTHER MATTERS

• We did not audit the financial statements of Welspun Enterprises Welfare Trust included in the Standalone Financial Statements of the Company whose financial statements reflect total assets of Rs. 83.80 crores (total assets Rs. 0.28 crores net after elimination) as at 31 March 2026 and total revenues of Nil, total net loss after tax of Rs. 0.36 crores, total comprehensive loss of Rs. 0.36 crores and net cash outflows of Rs. 2.00 crores for the year ended 31 March 2026. These financial statements have been audited by other auditor, whose financial statements and auditors report have been furnished to us by the management, and our opinion on the standalone financial statements in so far as it relates to the amounts and disclosures included in respect of the trust and our report in terms of subsection (3) of Section 143 of the Act, in so far as it relates to the trust, is based solely on the report of such other auditor.

• We draw attention to the fact that the figures for the corresponding previous year ended March 31, 2025 prepared in accordance with Ind AS and included in the standalone financial statements, are based on the previously issued audited standalone financial statements that were audited by the predecessor auditor, who had expressed an unmodified opinion thereon in their audit report dated May 15, 2025.

Our opinion on the standalone financial statements and our report on Other Legal and Regulatory Requirements below are not modified in respect of these matters.

REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS

1. Pursuant to the Companies (Auditors Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of Sub-Section (11) of Section 143 of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, 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. As required by Section 143(3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books, except for the matters stated in the paragraph 2(i)(vi) below on reporting under Rule 11 (g) of the Companies (Audit and Auditors) Rules, 2014.

(c) The standalone Balance sheet, the standalone Statement of profit & Loss including other comprehensive income, the standalone Cash Flow Statement and Statement of Changes in Equity 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, read with Companies (Indian Accounting Standards) Rules, 2015, as amended.

(e) On the basis of the written representations received from the directors as on March 31,2026 taken on record by the Board of Directors, none of the directors are disqualified as on March 31, 2026 from being appointed as a Directors in terms of Section 164(2) of the Act.

(f) The modifications relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph 2(b) above on reporting under Section 143(3) of the Act and paragraph 2(i)(vi) 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 Standalone Financial Statements of the Company and the operating effectiveness of such controls, refer to our separate Report in Annexure "B". Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls with reference to Standalone Financial Statements.

(h) With respect to the other matters to be included in the Auditors Report in accordance with the requirements of Section 197(16) of the Act, as amended, in our opinion and to the best of our information and explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of Section 197 of the Act.

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

i. The Company has disclosed the impact of pending litigations on its financial position in its Standalone Financial Statements. (Refer note 49 to Standalone Financial Statements)

ii. The Company has made provision as required under the applicable law or accounting standards, for material foreseeable losses,

if any, in respect of long-term contracts including derivative contract;

iii. There have been no delays in transferring amounts required to be transferred to the Investor Education and Protection Fund by the Company.

iv. (a) The Management has represented,

that to the best of their knowledge and belief, no funds (which are material either individually or in the aggregate) 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 or entity, including foreign entity ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend to 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.

(b) The Management has represented, that to the best of their knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend to 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.

(c) 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 representation under Sub Clause (i) and (ii) of Rule 11 (e) of The Companies (Audit and Auditors) Rules, 2014, as provided under (a) and (b) above, contains any material misstatement. [Refer note 73 to the Standalone Financial Statements.]

v. The amount of dividend is in accordance with Section 123 of the Act.

(a) The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with section 123 of the Act, as applicable.

(b) As stated in note 60 to the Standalone Financial Statements, the Board of Directors of the Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. Such dividend proposed is in accordance with section 123 of the Act, to the extent it applies to payment of dividend.

vi. The reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 is as under:

Based on our examination which included test checks, the Company has used accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software except that no audit trail feature was enabled at the database level for direct database changes.

Further, during the course of our audit, we did not come across any instance of audit trail feature being tampered with, in respect of accounting software(s) where the audit trail has been enabled. Additionally, the audit trail has been preserved by the Company as per the statutory requirements for record retention to the extent it was enabled and recorded in the respective years.

Annexure "A" referred to in "Report

on Other Legal and Regulatory Requirements" section of our report to the members of Welspun Enterprises Limited of even date:

In terms of the information and explanations given to us and the books of accounts and records examined by us in the normal course of audit and to the best of our knowledge and belief, we state that:

i. a. In respect of Companys Property, Plant and Equipment (PPE) and Intangible Assets:

A. The Company has maintained proper records, showing full particulars, including quantitative details and situation of PPE and relevant details of right-of-use assets.

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

b. According to the information and explanation given to us and on the basis or our examination of the records of the Company, the Company has conducted physical verification of Property, Plant and Equipment during the year at reasonable intervals. No material discrepancies were noticed on such verification.

c. The title deeds of all the immovable properties, (other than immovable properties where the Company is the lessee and the lease agreements are duly executed in favour of the Company) disclosed in the financial statements included in PPE are held in the name of the Company as at the balance sheet date, except for details provided below:

Description of property Gross carrying value ( In crores) Held in name of Whether promoter, director or their relative or employee Period held - indicate range, where appropriate Reason for not being held in name of company
Freehold land at Village - Indapur Dist. Pune 0.36 Mr. Mahadev Shankar Gurgude & Mr. Chittaranjan Patil No Since October 2010 Dispute before the Court of Baramati Civil Court. The owner and his power of attorney holder did not fulfil their obligations under the Agreement to sell.

d. The Company has not revalued any of its PPE (including right- of-use assets) and intangible assets during the year and hence reporting under Clause 3(i)(d) of the Order is not applicable to the Company.

e. There are no proceedings initiated during the year or are pending as at March 31,2026 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988, as amended, and Rules made thereunder.

ii. (a) The inventories have been physically verified, by the management during the year at reasonable intervals in

accordance with the procedure followed by the management. In our opinion, the frequency of verification by the management is reasonable and the coverage and procedure for such verification is appropriate. No discrepancy of 10% or more in aggregate for each class of inventory were noticed in respect of such physical verification.

(b) The Company has been sanctioned working capital limits in excess of five crore rupees from bank on the basis of security of current assets. According to the information and explanations given to us and on the basis of our examination of the records of the Company, quarterly returns or statements filed by the Company with such banks are in agreement with the books of account of the Company.

iii. The Company has made investments in, provided guarantee and granted loans, secured or unsecured, to companies or any other parties during the year, in respect of which:

(a) The aggregate amount of loans granted and guarantees provided during the year and balances outstanding as at the balance sheet date with respect to such loans and guarantees given are as under:

Particulars Loans Guarantees
Aggregate amount granted / provided during the year
- Subsidiaries 115.17 24.77
- Associate - 5.04
Balance outstanding as at the balance sheet date in respect of above
- Subsidiaries 34.51 1617.89
- Associate - 19.44

(b) According to the information and explanations given to us, in our opinion, the investments made and terms and conditions on which the loans and guarantees given during the year are prima facie not prejudicial to the interests of the Company considering the business interests of the Company. The Company has not provided advances in the nature of loans or securities during the year.

(c) In view of the loan being interest free and repayable on demand, reporting on the regularity of repayment in terms of clause 3(iii)(c) is not applicable.

(d) In respect of loans granted by Company, there is no overdue amount remaining outstanding for more than ninety days, as at the balance sheet date, considering the stipulations of repayment.

(e) In our opinion and according to the information and explanations given and the books of accounts and records examined by us, no loan granted by Company which has fallen due during the year, has been renewed or extended. No fresh loans are granted to settle the over dues of existing loans given to the same parties.

(f) The Company has granted interest free loans aggregating to Rs. 115.17 crores to its subsidiaries which are repayable on demand. The aggregate amount of such loans and the percentage thereof to the total loans granted is as follows:

Aggregate amount of loans: Subsidiaries
(A) Repayable on demand 115.17
Percentage of loans to the total carrying value of loans 100%

iv. The Company is engaged in providing infrastructural facilities as specified in Schedule VI to the Companies Act, 2013. Accordingly, the provisions of Section 186 of the Act, except for sub-section (1), are not applicable to the Company.

Further, in our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of Section 185 and Section 186(1) of the Act in respect of loans and investments made.

v. No deposits or amounts which are deemed to be deposits within the meaning of Section 73 to 76 or any other relevant provisions of the Act and the Companies (Acceptance of Deposits) Rules, 2014 have been accepted by the Company and hence reporting under Clause 3(v) of the Order is not applicable to the Company.

vi. We have broadly reviewed the cost records maintained by the Company pursuant to the rules made by the Central Government for maintenance of cost records under Section 148(1) of the Act and are of the opinion that prima facie the specified accounts and records have been made and maintained. We have, however, not made a detailed examination of such records with a view to determine whether they are accurate or complete.

vii. In respect of Statutory Dues:

(a) According to the information and explanations given to us and on the basis of our examination of the records, the Company is generally regular in depositing undisputed statutory dues including Goods and Services tax, provident fund, employees state insurance, income tax, sales tax, custom duty, duty of excise, value added tax, cess and other material statutory dues during the year with the appropriate authorities. No undisputed amounts payable in respect of the aforesaid statutory dues were outstanding as at the last day of the financial year 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, there are no statutory dues mentioned in Clause vii (a) which have been not deposited on account of any dispute except as disclosed below:

Name of the Statute Nature of the Dues Amount in Crores Period to which the amount relates Forum where dispute is pending
The Income Tax Act, 1961 Income Tax 1.34 F.Y. 2021-2022 Commissioner of Income Tax (Appeals)
7.89 F.Y. 2022-2023 Commissioner of Income Tax (Appeals)
0.04 Various years Assistant Commissioner of Income Tax - Tax deducted at Source
The Central Excise Act, 1944 Service tax 0.70 F.Y. 2008-2009 to F.Y. 2010-2011 Additional Commissioner-Central Excise and Service Tax-Vadodara-I
0.50 F.Y. 2007-2008 Central Excise Service Tax Appellate Tribunal, Ahmedabad
0.53 F.Y. 2009-2010 Central Excise Service Tax Appellate Tribunal, Ahmedabad
21.51 F.Y. 2012-2013 to F.Y. 2015-2016 Directorate General of Goods and Service Tax Intelligence, Mumbai
Haryana Value Added Tax Act, 2003 Value Added Tax 0.38 F.Y. 2009-2010 Deputy Excise and Taxation Commissioner, Panipat
Gujarat Value Added Tax Act, 2003 Value Added Tax 0.04 F.Y. 2011-2012 Deputy Commissioner of Commercial Tax, Vadodara
0.02 F.Y. 2014-2015 Deputy Commissioner of Commercial Tax, Vadodara
Delhi Goods & Service Tax Act, Goods and Services Tax 0.18 F.Y. 2017-2018 Delhi State Appellate Authority (Special Commissioner)
2017 0.09 F.Y. 2017-2018 Delhi State Appellate Authority (Special Commissioner)
2.54 F.Y. 2018-2019 Delhi State Appellate Authority (Special Commissioner)
3.21 F.Y. 2021-2022 Sales Tax Officer, DGST, Delhi
Uttar Pradesh Goods & Service Tax Act, Goods and Services Tax 8.04 F.Y. 2023-2024 Joint Commissioner, Saharanpur, Uttar Pradesh
2017 1.27 F.Y. 2024-2025 Joint Commissioner, Saharanpur, Uttar Pradesh
1.97 F.Y. 2024-2025 Joint Commissioner, Saharanpur, Uttar Pradesh
4.03 F.Y. 2024-2025 Joint Commissioner, Saharanpur, Uttar Pradesh
Maharashtra Goods & Service Tax Act, Goods and Services Tax 1.28 F.Y. 2020-2021 Assistant Commissioner of State Tax, Mazgaon, Mumbai
2017 0.67 F.Y. 2021-2022 Assistant Commissioner of State Tax, Mazgaon, Mumbai
0.34 F.Y. 2022-2023 Assistant Commissioner of State Tax, Mazgaon, Mumbai
0.06 F.Y. 2023-2024 Assistant Commissioner of State Tax, Mazgaon, Mumbai
Central Goods & Goods and 0.11 F.Y. 2018-2019 CGST Appeal, Division II, Patna
Service Tax Act, 2017 Services Tax 0.32 F.Y. 2019-2020 CGST Appeal, Division II, Patna
Central Goods & Service Tax Act, Goods and Services Tax 16.2 F.Y. 2018-2019 Asst Commissioner (ST), Mayiladuthurai
2017 0.10 F.Y. 2022-2023 Asst Commissioner (ST), Mayiladuthurai
8.91 F.Y. 2022-2023 Deputy Commissioner of Central Tax (Appeals), Tamil Nadu
Central Goods & Service Tax Act, 2017 Goods and Services Tax 3.57 F.Y.2021-2022 ETO-cum-Proper Officer (SGST) Ward-04, Sonepat
Building and Other Construction Workers Welfare Cess Act, 1996 Labour Cess (Including Interest) 4.45 F.Y.2006-2007 To F.Y.2009-2010 Madhya Pradesh High Court, Jabalpur Bench
Indian Stamp Act, 1899 Stamp Duty 1.15 F.Y.2003-2004 Supreme Court of India, New Delhi

viii. The Company has not surrendered or disclosed any transaction, previously unrecorded in the books of account, in the tax assessments under the Income Tax Act, 1961 as income during the year. Accordingly, the requirement to report on clause 3(viii) of the Order is not applicable to the Company.

ix. (a) The Company has not defaulted in repayment of loans or other borrowings or in repayment of interest thereon

to any lender.

(b) The Company has not been declared as willful defaulter by any bank or financial institution or other lender.

(c) The Company has not obtained any term loan during the year and hence, reporting under clause 3(ix)(c) of the Order is not applicable.

(d) On an overall examination of the Standalone Financial Statements, in our opinion the Company has, prima facie, not utilized funds raised on short term basis for long-term purposes.

(e) The Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries or joint ventures or associate and hence reporting under Clause 3(ix)(e) of the Order is not applicable to the Company.

(f) The Company has not raised any loans during the year on the pledge of securities held in its subsidiary or joint ventures or associate.

x. (a) The Company has not raised any money by way of initial public offer (including debt instruments) and hence

reporting under clause 3(x)(a) of the Order is not applicable to the Company.

(b) During the year, the Company has made a preferential allotment of 1,90,47,619 share warrants, convertible into an equivalent number of equity shares of face value Rs. 10 each, at a price of Rs. 525 per warrant (including premium of Rs. 515 per warrant), in accordance with the provisions of the Companies Act, 2013 and SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. The Company has received Rs. 250.00 crores, being 25% of the issue price, as subscription and allotment money. According to the information and explanations given to us and based on the records made available to us, the requirements of section 42 and 62 of the Act, as applicable to the Company with respect to the above-mentioned preferential allotment of warrants, have been complied with by the Company. Pending utilisation of the money for the objects of the issue, the entire amount has been temporarily invested in liquid/overnight mutual funds and remains unutilised as on the reporting date.

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 and according to the information and explanations given to us, we have neither come across any instance of material fraud by or on the Company, noticed or reported during the year, nor have we been informed of such case by the Management.

(b) During the year and up to the date of this report, no report under Sub Section 12 of Section 143 of the Act has been filed by the auditors in Form ADT-4 as prescribed in Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.

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

xii. The Company is not a Nidhi Company and hence reporting under Clause 3(xii) of the Order is not applicable to the Company.

xiii. The transactions with related parties are in compliance with Section 177 and 188, of the Act, where applicable and the details of related party transactions have been disclosed in the standalone financial statements as required by the applicable Accounting Standards. (Refer note 54 to the Standalone Financial Statements)

xiv. (a) The Company has an adequate internal audit system commensurate with the size and nature of its business.

(b) We have considered the internal audit reports for the year under audit, issued to the Company during the year and till date, in determining the nature, timing and extent of our audit procedure.

xv. The Company has not entered into any non-cash transactions prescribed under Section 192 of the Act with directors or persons connected with them during the year and hence provisions of section 192 of the Act are not applicable to the Company.

xvi. (a) The provisions of section 45-IA of the Reserve Bank of India Act, 1934 are not applicable to the Company and

hence requirement to report on clause 3(xvi)(a) of the Order is not applicable to the Company.

(b) The Company is not engaged in any Non-Banking Financial or Housing Finance activities. Accordingly, the requirement to report on clause (xvi)(b) of the Order is not applicable to the Company.

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

(d) We have been informed by the management of the Company that as at March 31,2026 the Group (as defined in the Core Investment Companies (Reserve Bank) Directions 2016) has three Core Investment Companies (CICs) as part of the Group. We have not however, separately evaluated whether the information provided by the management is accurate and complete

xvii. The Company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

xviii. There has been no resignation of the statutory auditor of the Company during the year and hence reporting under Clause 3(xviii) of the Order is not applicable to the Company.

xix. According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realisation of financial assets and payment of financial liabilities, other information accompanying the standalone financial statements and 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 indicating 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 fully spent the required amount towards Corporate Social Responsibility (CSR) and there are no unspent CSR amount for the year requiring a transfer to a Fund specified in Schedule VII to the Companies Act or special account in compliance with the provision of sub-section (6) of section 135 of the said Act. Accordingly, reporting under clause (xx) of the Order is not applicable for the year.

Annexure "B" referred to in "Report

on Other Legal and Regulatory Requirements" section of our report to the members of Welspun Enterprises Limited of even date:

REPORT ON THE INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO STANDALONE FINANCIAL STATEMENTS UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES ACT, 2013 (THE "ACT")

We have audited the internal financial controls with reference to standalone financial statements of Welspun Enterprises Limited ("the Company") as of March 31,2026 in conjunction with our audit of the Standalone Financial Statements of the Company for the year ended on that date.

MANAGEMENTS RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Board of Directors of the Company is responsible for establishing and maintaining internal financial controls with reference to standalone financial statements based on the internal control with reference to standalone financial statements criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India ("ICAI"). 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 respective companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Act..

AUDITORS RESPONSIBILITY

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

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

MEANING OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO STANDALONE FINANCIAL STATEMENTS

A Companys internal financial control with reference to standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles.

A Companys internal financial control with reference to standalone financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of standalone financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the entity are being made only in accordance with authorisations of Management and directors of the Company (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the entitys assets that could have a material effect on the standalone financial statements.

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

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

OPINION

In our opinion, to the best of our information and according to the explanations given to us, the Company has, broadly, in all material respects, an adequate internal financial controls with reference to standalone financial statements and such internal financial controls with reference to standalone financial statements were operating effectively as at March 31, 2026, based on the criteria for internal financial control with reference to standalone financial statements 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.

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