whirlpool of india ltd share price share price Auditors report

TO THE MEMBERS OF WHIRLPOOL OF INDIA LIMITED

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

Opinion

We have audited the accompanying standalone financial statements of Whirlpool of India Limited (“the Company"), which comprise the Balance sheet as at March 31 2023, the Statement of Profit and Loss, including the statement of Other Comprehensive Income, the 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 significant 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, as amended (“the Act") in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2023, its profit including 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 of the standalone financial statements in accordance with the Standards on Auditing (SAs), as specified under section 143(10) of the Act .Our responsibilities under those Standards are further described in the ‘Auditors Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the ‘Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the 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 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 for the financial year ended March 31, 2023. 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. For each matter below, our description of how our audit addressed the matter is provided in that context.

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.

Key audit matters	How our audit addressed the key audit matter
Claims, litigations and contingent liabilities (as described in Note 34 of the standalone financial statements)
As at March 31, 2023, the Company has disclosed contingent liabilities of INR 1,48,289 lakhs related to taxation and other legal matters.	Our audit procedures included the following:
There are several litigations pending against the Company across various state jurisdictions. Furthermore, the Company has operations across many states and is subject to taxation related litigations as per local tax regulations.	• Obtained an understanding of the process of identification of claims, litigations and contingent liabilities and identified key controls in the process. For selected controls, we have performed test of controls.
Management exercises its judgement in assessing the likelihood whether a claim will succeed, or a liability will arise, and the quantification of the ranges of potential financial settlement.	• Obtained the year end summary of Companys legal and tax cases and assessed managements position through discussions with the Legal Counsel, Head of Tax and operational management, on both the probability of success in significant cases, and the magnitude of any potential loss.
Accordingly, due to large number of claims and complexities/ judgement involved in determination of outcome claims, litigations and contingent liabilities was determined to be a key audit matter in our audit of the standalone financial statements	• Inspected external legal opinions and/ or past judicial orders, wherever considered necessary, and other evidence to evaluate the managements assessment in respect of legal claims.
	• Involved tax specialists to evaluate the managements assessment of the outcome of the tax disputes.
	• Assessed the relevant disclosures made as per the requirements of accounting standards within the standalone financial statements.

Information Other than the Financial Statements and Auditors Report Thereon

The Companys Board of Directors is responsible for the other information. The other information comprises the information included in the Annual report but does not include the standalone financial statements and our auditors report thereon.

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 such other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management Those charged for the Standalone Financial Statements

The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance 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 Indian Accounting Standards (Ind AS) specified under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended. 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 the 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, management is responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors and those charged with Governance are 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 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 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 for the financial year ended March 31,

2023 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 Matter

The financial statements of the Company for the year ended March 31, 2022, included in these standalone financial statements, have been audited by the predecessor auditor who expressed an unmodified opinion on those statements on May 25, 2022.

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 sub-section (11) of section 143 of the Act, we give in the “Annexure 1" a statement on the matters specified in paragraphs 3 and 4 of the Order.

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. The Company has commenced taking daily backups in India with effect from November 11, 2022 as more fully discussed in Note 47 of the standalone financial statements.

(c) The Balance Sheet, the Statement of Profit and Loss including the Statement of Other Comprehensive Income, the 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, 2023 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2023 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) With respect to the adequacy of the internal financial controls with reference to these standalone financial statements and the operating effectiveness of such controls, refer to our separate Report in “Annexure 2" to this report;

(g) In our opinion, the managerial remuneration for the year ended March 31, 2023 has been paid / provided by the Company to its directors in accordance with the provisions of section 197 read with Schedule V to the Act;

(h) The observation relating to maintenance of accounts and other matters connected therewith are as stated in the paragraph (b) above.

(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 34 to the standalone financial statements;

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

iii. There were no amounts which were 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 its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

b) The management has represented that, to the best of its knowledge and belief, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities (“Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries; and

c) Based on such audit procedures performed 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 (a) and (b) contain any material misstatement. v. 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. vi. As proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 is applicable for the Company only w.e.f. April 1, 2023, reporting under this clause is not applicable.

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration Number: 301003E/E300005

per Sanjay Vij

Partner

Membership Number: 095619

UDIN: 23095169BGXZYX4852

Place of Signature: Gurugram

Date : May 17, 2023

ANNEXURE 1 REFERRED TO IN PARAGRAPH 1 UNDER THE HEADING “REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS" OF OUR REPORT OF EVEN DATE

Re: Whirlpool of India Limited (“the Company")

In terms of the information and explanations sought by us and given by the company and the books of account 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) (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant and Equipment.

(i) (a) (B) The Company has maintained proper records showing full particulars of intangibles assets. (i) (b) Property, Plant and Equipment have been physically verified by the management during the year and no material discrepancies were identified on such verification.

(i) (c) The title deeds of all the immovable properties (other than properties where the Company is the lessee, and the lease agreements are duly executed in favour of the lessee) are held in the name of the Company.

(i) (d) The Company has not revalued its Property, Plant and Equipment or intangible assets during the year ended March 31, 2023.

(i) (e) There are no proceedings initiated or are pending against the Company for holding any benami property under the Prohibition of Benami Property Transactions Act, 1988 and rules made thereunder.

(ii) (a) The management has conducted physical verification of inventory including inventory lying with third parties at reasonable intervals during the year. In our opinion the coverage and the procedure of such verification by the management is appropriate. Discrepancies of 10% or more in aggregate for each class of inventory were not noticed on such physical verification.

(ii) (b) The Company has not been sanctioned working capital limits in excess of INR five crores in aggregate from banks or financial institutions during any point of time of the year on the basis of security of current assets. Accordingly, the requirement to report on clause 3(ii)(b) of the Order is not applicable to the Company.

(iii) (a) During the year the Company has not provided loans and advances in the nature of loans stood guarantee and provided security to companies, firms, Limited Liability Partnerships, or any other parties. Accordingly, the requirement to report on clause 3(iii)(a) of the Order is not applicable to the Company.

(iii) (b) During the year the Company has not made investments, provided guarantees, provided security and granted loans and advances in the nature of loans to companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the requirement to report on clause 3(iii)(b) of the Order is not applicable to the Company.

(iii) (c) The Company has not granted loans and advances in the nature of loans to companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the requirement to report on clause 3(iii)(c) of the Order is not applicable to the Company.

(iii) (d) The Company has not granted loans or advances in the nature of loans to companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the requirement to report on clause 3(iii)(d) of the Order is not applicable to the Company.

(iii) (e) There were no loans or advance in the nature of loan granted to companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the requirement to report on clause 3(iii)(e) of the Order is not applicable to the Company.

(iii) (f) 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 to companies, firms, Limited Liability Partnerships or any other parties. Accordingly, the requirement to report on clause 3(iii)(f) of the Order is not applicable to the Company.

(iv) There are no loans, investments, guarantees, and security in respect of which provisions of sections 185 and 186 of the Companies Act, 2013 are applicable and accordingly, the requirement to report on clause 3(iv) of the Order is not applicable to the Company.

(v) The Company has neither accepted any deposits from the public nor accepted any amounts which are deemed to be deposits within the meaning of sections 73 to 76 of the Companies Act and the rules made thereunder, to the extent applicable. Accordingly, the requirement to report on clause 3(v) of the Order is not applicable to the Company.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under section 148(1) of the Companies Act, 2013, related to the manufacture or service of refrigerators, washing machines and air conditioners and are of the opinion that prima facie, the specified accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

(vii) (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including goods and services tax, provident fund, employees state insurance, income-tax, sales-tax, duty of customs, cess and other statutory dues applicable to it. According to the information and explanations given to us and based on audit procedures performed by us, no undisputed amounts payable in respect of these statutory dues were outstanding, at the year end, for a period of more than six months from the date they became payable.

(vii) (b) There are no dues of goods and services tax, provident fund, employees state insurance, sales-tax, service tax, customs duty, excise duty, value added tax, cess, and other statutory dues which have not been deposited on account of any dispute, are as follows:

Name of the statute	Nature of dues	Period	Forum Pending	Amount of case (INR in Lacs)	Amount Paid Under Protest (INR in Lacs)
Rajasthan Value Added Tax Act, 2005	Rejection of claim on credit notes for discount	2007-08	High Court	47	47
	Rejection of claim on credit notes for discount	2006-07	High Court	35	35
	Rejection of claim on credit notes for discount	2008-09	High Court	17	17
	CSD form short	2010-11	Dy. Commissioner	2	#
Rajasthan Sales Tax Act, 1954	Rejection of surcharge on TOT	2000-01	STO	6	5
	CSD Certificate short submitted	2017-18	Assessing Authority	2	-
Rajasthan Entry Tax Act, 2005	Entry Tax - notice received	2013-14 to 2014 15	Dy. Commissioner	12	-
Orissa Value Added Tax Act, 2005	Tax on entry of goods	2008-09	High Court	6	-
	Non submission of forms	2009-10 to 2012-13	Addl. Commissioner	#	#
	Tax on entry of goods	2008-09	High Court	217	-
Orissa Sales Tax Act, 1947	Enhancement of turnover	2001-02	High Court	7	6
	Rejection of sales return	2000-01	Tribunal	6	2
	Tax on entry of goods	2002-03	Tribunal	3	-
	Non submission of forms	1999-00	Tribunal	3	1
	Non submission of forms	1998-99	Tribunal	2	-
	Non submission of forms	1996-97	High Court	2	2
	Non submission of forms	2001-02	Tribunal	1	1
	Non submission of forms	2000-01	Tribunal	1	#
	Rejection of sales return	1999-00	Tribunal	1	1
	ST 34 (road permit) short deposited	2001-02	STO	1	1
	Non submission of forms	1997-98	STO	1	1
Tamil Nadu General Sales Tax Act, 1959	Penal interest on late payment - Entry tax	2002-03	High Court	3	-
	Entry Tax	2001-02	Tribunal	1	-
	Check post penalty	1997-98	High Court	28	11
	Check post penalty	1994-95	High Court	23	8
	Check post penalty	1995-96	High Court	10	3
Tamil Nadu Value Added Tax Act, 2006	Penalty at Roadside checking	2010-11	Joint Commissioner	8	8
	Demand on imported goods taxed at Higher rate	2002-03	JC Appeal	15	4
	Demand on imported goods taxed at Higher rate	2003-04	JC Appeal	20	5
	Check post penalty	2014-15	Joint Commissioner	8	-
	Rejection of Stock Transfer & C-form short	2008-09	CTO	5	5
	Payment Challan not considered	2009-10	CTO	#	#
Uttarakhand Value Added Tax Act, 2005	Tax on gas sales	2010-11	First Appl. Authority	2	2
	Tax on gas sales	2008-09	First Appl. Authority	1	1
	Tax on gas sales	2009-10	First Appl. Authority	1	1
Haryana General Sales Tax Act, 1973	Enhancement of turnover by taxing on MRP value	2002-03	Joint Commissioner	9	9
	Interest u/s 59 of the sales tax act	1984-85	High Court	82	82
	Interest u/s 59 of the sales tax act	1985-86	High Court	42	42
	Interest u/s 59 of the sales tax act	1982-83	High Court	17	17
	Interest u/s 59 of the sales tax act	1983-84	High Court	16	16
Haryana Value Added Tax Act, 2003	Entry Tax	2007-08	High Court	59	-
UP Entry Tax Act, 2007	Entry tax	2008-09	Appeal filed in High Court	213	180
	Entry tax & interest	2009-10	Tribunal	54	47
UP Value Added Tax Act, 2008	Turnover increment as per the departmental stock inspection	2011-12	High Court	71	71
	Turnover enhanced	2008-09	Assessing Authority	#	#
	Penalty at Check Post	2014-15	Addl. Commissioner	9	9
	Turnover enhanced	2014-15	Addl. Commissioner	22	22
	C Form Short	2014-15	Addl. Commissioner	#	-
	Penalty at Check Post	2008-09	Tribunal	6	6
	Penalty at Check Post	2009-10	Tribunal	4	4
	Enhancement of turnover	2007-08	Tribunal	3	3
	F-Form short & sales turnover increased	2011-12	Tribunal	3	3
	Penalty at Check Post	2013-14	Joint Commissioner	2	-
	Penalty at Check Post	2007-08	Asst. Commissioner	1	1
	Penalty at Check Post	2009-10	CTO	#	-
	Penalty at Check Post	2010-11	Joint Commissioner	#	#
Andhra Pradesh General Sales Tax Act, 1957	Tax levied on optional service contacts	2002-03	High Court	19	10
	Tax levied on optional service contacts	2003-04	Addl. Commissioner	9	5
	Tax levied on optional service contacts	2000-01	Tribunal	7	4
	Tax levied on optional service contacts	2001-02	STO	12	12
	Tax levied on optional service contacts	2001-02	STO	#	#
	Tax levied on optional service contacts	2001-02	STO	2	2
Andhra Pradesh	Dispute on tax rate at Gas	2006-07	STO	4	4
Value Added Tax Act, 2005	Dispute on tax rate at Gas	2007-08	STO	3	3
MP Value Added Tax Act, 2005	Forms short	2011-12	Addl. Commissioner	2	#
	Rejection of sales return	2005-06	Addl. Commissioner	20	6
MP commercial Tax Act, 1944	Rejection of claim on discounts	2002-03	Tax Board	28	15
	Rejection of claim on discounts	2003-04	Addl. Commissioner	26	3
	Rejection of credit notes	2001-02	High Court	18	4
	Rejection of credit notes	1998-99	Tribunal	13	4
	Rejection of sales return	1999-00	Tax Board	3	1
	Non submission of forms	2004-05	STO	#	#
	Rejection of Forms	2003-04	Addl. Commissioner	#	#
J & k GST Act, 1962	CSD Sales, Warrants, excess F Form	2002-03	Remand	5	5
J & k Value Added Tax Act, 2005	Rejection of claim of HUPS sale	2009-10	Assessing Authority	6	6
	Rejection of claim of HUPS sale	2008-09	Dy. Commissioner	3	3
	Penalty at Check Post	2012-13	Dy. Commissioner	1	-
	Rejection of claim of HUPS sale	2007-08	Dy. Commissioner	#	#
	Penalty at Check Post	2014-15	Dy. Commissioner	#	-
Bihar Value Added Tax Act, 2005	Rejection of discount	2010-11	Commissioner of sales tax	3	-
	F-form short	2009-10	Tribunal	25	25
	F-form short	2010-11	Tribunal	71	71
	Provisional assessment - due to non- submission of SRN Invoices.	2012-13	Joint Commissioner	24	24
	Rejection of discount	2009-10	Commissioner of sales tax	10	-
	Rejection of discount	2008-09	Commissioner of sales tax	6	-
The Jharkhand Value Added Tax Act, 2003	Interest & penalty	2005-06	STO	1	-
	Non submission of forms	2006-07	STO	1	-
	Non submission of forms	2004-05	STO	#	-
	Penalty at Check Post	2011-12	Commissioner of sales tax	6	6
Bihar Sales Tax Act, 1959	Penalty at Check Post	2002-03	Tribunal	4	1
	Entry tax	2003-04	STO	1	-
Jharkhand SGST	Penalty	2018-19	Joint Commissioner	1	-
Punjab value added tax act, 2005	Non submission of C forms	2013-14	Assessing Authority	1	-
	Penalty at Check Post	2010-11	STO	#	#
	Non submission of C forms	2014-15	Assessing Authority	7	-
	Turnover enhanced and taxable sales claimed in return rejected	2010-11	1st Appeal	535	134
	Tax on freight charged on invoices	2006-07	Tribunal	235	59
	Tax on freight charged on invoices	2005-06	First Appeal	31	8
	Penalty at Check Post	2006-07	Dy. Commissioner	1	#
Karnataka Value Added Tax Act, 2005	SRN claim rejected	2014-15	Bangalore High court	311	100
West Bengal	SRN rejected	2012-13	1st Appeal	116	18
Value Added Tax Act, 2005	Export disallowed, Mismatch with customer	2013-14	1st Appeal	26	4
	Wrong computation	2013-14	1st Appeal	1	#
Chandigarh VAT Act	Cash Discount	2014	Assessing Authority	19	-
	Cash Discount	2015	Assessing Authority	16	-
	Non submission of C forms	2012- 13	Assessing Authority	1	-
	Non submission of C forms	2013-14	Assessing Authority	3	-
Customs Act, 1962	Denial of exemption on account of classification issue of water purifiers	2010-11	Custom Excise and Service Tax Appellate Tribunal (CESTAT)	36	36
Income Tax Act, 1961	Revised Assessment Order giving effect to ITAT Order	2015-16	ITAT (Income Tax Appellate Tribunal)	8	-
	Penalty u/s 271(1)(c)	2015-16	ITAT (Income Tax Appellate Tribunal)	16	-
	Excess claim of R&D Exp u/s 35(2AB)	2011-12	ITAT (Income Tax Appellate Tribunal)	2,196	312
	Assessment Order (AO) related to Fair	2017-18	ITAT (Income Tax	151	58
	Value Loss on Financial Instrument, R&D, DMF		Appellate Tribunal)
	Assessment Order (AO) related to R&D, Sec 41(1)(a)	2018-19	ITAT (Income Tax Appellate Tribunal)	1,791	351

# Amount less than round off norm.

(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 did not have any outstanding loans or borrowings or interest thereon due to any lender during the year. Accordingly, the requirement to report on clause 3 ix (a) of the Order is not applicable to the Company.

(ix) (b) The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(ix) (c) The Company did not have any term loans outstanding during the year hence, the requirement to report on clause 3 (ix) (c) of the Order is not applicable to the Company.

(ix) (d) The Company did not raise any funds during the year hence, the requirement to report on clause 3 (ix) (d) of the Order is not applicable to the Company.

(ix) (e) On an overall examination of the financial statements of the Company, the Company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiary company.

(ix) (f) The Company has not raised loans during the year on the pledge of securities held in its subsidiary company. Hence, the requirement to report on clause 3 (ix) (f) of the Order is not applicable to the Company.

(x) (a) The Company has not raised any money during the year by way of initial public offer / further public offer (including debt instruments) hence, the requirement to report on clause 3 (x) (a) of the Order is not applicable to the Company.

(x) (b) The Company has not made any preferential allotment or private placement of shares /fully or partially or optionally convertible debentures during the year under audit and hence, the requirement to report on clause 3 (x) (b) of the Order is not applicable to the Company.

(xi) (a) No material fraud by the Company or no material fraud on the Company has been noticed or reported during the year.

(xi) (b) During the year, no report under sub-section (12) of section 143 of the Companies Act, 2013 has been filed by cost auditor/ secretarial auditor or by us in Form ADT 4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government.

(xi) (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 audit procedures.

(xii) (a) The Company is not a Nidhi Company as per the provisions of the Companies Act, 2013. Therefore, the requirement to report on clause 3 (xii) (a) of the Order is not applicable to the Company.

(xii) (b) The Company is not a nidhi Company as per the provisions of the Companies Act, 2013. Therefore, the requirement to report on clause 3 (xii) (b) of the Order is not applicable to the Company.

(xii) (c) The Company is not a nidhi company as per the provisions of the Companies Act, 2013. Therefore, the requirement to report on clause 3 (xii) (c) of the Order is not applicable to the Company.

(xiii) Transactions with the related parties are in compliance with sections 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the financial statements, as required by the applicable accounting standards.

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

(xiv) (b) The internal audit reports of the Company issued till the date of the audit report, for the period under audit have been considered by us.

(xv) The Company has not entered into any non-cash transactions with its directors or persons connected with its directors and hence requirement to report on clause 3 (xv) of the Order is not applicable to the Company.

(xvi) (a) The provisions of section 45-IA of the Reserve Bank of India Act, 1934 (2 of 1934) are not applicable to the Company. Accordingly, the requirement to report on clause 3 (xvi) (a) of the Order is not applicable to the Company.

(xvi) (b) The Company is not engaged in any Non-Banking Financial or Housing Finance activities. Accordingly, the requirement to report on clause 3 (xvi) (b) of the Order is not applicable to the Company.

(xvi) (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) (c) of the Order is not applicable to the Company.

(xvi) (d) There is no Core Investment Company as a part of the Group, hence, the requirement to report on clause 3(xvi)(d) of the Order is not applicable to the Company.

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

(xviii) The previous statutory auditors of the Company have resigned during the year and we have taken into consideration the issues, objections or concerns raised by the outgoing auditors.

(xix) On the basis of the financial ratios disclosed in note 43 to the financial statements, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

(xx) (a) In respect of other than ongoing projects, there are no unspent amounts that are required to be transferred to a fund specified in Schedule VII of the Companies Act (the Act), in compliance with second proviso to sub section 5 of section 135 of the Act. This matter has been disclosed in note 26(e) to the financial statements.

(xx) (b) There are no unspent amounts in respect of ongoing projects, that are required to be transferred to a special account in compliance of provision of sub section (6) of section 135 of Companies Act. This matter has been disclosed in note 26(e) to the financial statements.

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration Number: 301003E/E300005

per Mr. Sanjay Vij

Partner

Membership Number: 095169

UDIN: 23095169BGXZYX4852

Place of Signature:Gurugram

Date :May 17, 2023

ANNEXURE 2 TO THE INDEPENDENT AUDITORS REPORT OF EVEN DATE ON THE STANDALONE IND AS FINANCIAL STATEMENTS OF WHIRLPOOL OF INDIA LIMITED

Report on the Internal Financial Controls 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 Whirlpool of India Limited (“the Company") as of March 31, 2023 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 Companys Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting 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 the 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 Companies Act, 2013.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls with reference to these standalone financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note") and the Standards on Auditing, as specified under section 143(10) of the Act, to the extent applicable to an audit of internal financial controls, both issued by ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls with reference to these 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 these 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 these 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 judgement, including the assessment of the risks of material misstatement of the 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 these standalone financial statements.

Meaning of Internal Financial Controls Over Financial Reporting With Reference to these Standalone Financial Statements

A companys internal financial controls with reference to standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A companys internal financial controls with reference to standalone financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of 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 Over Financial Reporting 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, the Company has, in all material respects, 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, 2023, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI.

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration Number: 301003E/E300005

per Mr. Sanjay Vij

Partner

Membership Number: 095169

UDIN: 23095169BGXZYX4852

Place of Signature:Gurugram

Date :May 17, 2023