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Indiabulls Housing Finance Ltd.

BSE: 535789 Sector: Financials
NSE: IBULHSGFIN ISIN Code: INE148I01020
BSE 16:00 | 29 Nov 231.15 -15.25
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NSE 15:59 | 29 Nov 230.90 -15.65
(-6.35%)
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OPEN 243.45
PREVIOUS CLOSE 246.40
VOLUME 1533505
52-Week high 313.50
52-Week low 154.30
P/E 11.22
Mkt Cap.(Rs cr) 10,690
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 243.45
CLOSE 246.40
VOLUME 1533505
52-Week high 313.50
52-Week low 154.30
P/E 11.22
Mkt Cap.(Rs cr) 10,690
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Indiabulls Housing Finance Ltd. (IBULHSGFIN) - Auditors Report

Company auditors report

To the Members of

Indiabulls Housing Finance Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying Standalone Financial Statements of Indiabulls HousingFinance Limited ("the Company") which comprise the Balance sheet as at March 312021 the Statement of Profit and Loss including the statement of Other ComprehensiveIncome the Cash Flow Statement and the Statement of Changes in Equity for the year thenended and notes to the Standalone Financial Statements including a summary ofsignificant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Standalone Financial Statements give the information requiredby the Companies Act 2013 as amended ("the Act") in the manner so required andgive a true and fair view in conformity with the accounting principles generally acceptedin India of the state of affairs of the Company as at March 31 2021 its profitincluding other comprehensive loss its cash flows and the changes in equity for the yearended on that date.

Basis for Opinion

We conducted our audit of the Standalone Financial Statements in accordance with theStandards on Auditing (SAs) as specified under section 143(10) of the Act. Ourresponsibilities under those Standards are further described in the 'Auditor'sResponsibilities for the Audit of the Standalone Financial Statements' section of ourreport. We are independent of the Company in accordance with the 'Code of Ethics' issuedby the Institute of Chartered Accountants of India together with the ethical requirementsthat are relevant to our audit of the financial statements under the provisions of the Actand the Rules thereunder and we have fulfilled our other ethical responsibilities inaccordance with these requirements and the Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our auditopinion on the Standalone Financial Statements.

Emphasis of Matter

We draw attention to Note 49 of the Standalone Financial Statements which describesthe manner of utilization of provisions during the year ended March 31 2021 aggregatingto Rs.381 crores by writing off non-performing assets. The said provisions were createdfrom Additional Reserves made under section 29 (c) of NHB Act 1987 and as permittedunder NHB circular no. NHB (ND)/DRS/Pol-No.03/2004-05 dated August 26 2004. Our opinionis not modified in respect of this matter.

We draw attention to Note 47 of the Standalone Financial Statements which describes theuncertainties relating to the impact of COVID-19 pandemic on the Company's operations andfinancial metrics including the expected credit losses. Our opinion is not modified inrespect of this matter.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the Standalone Financial Statements for the financial yearended March 31 2021. These matters were addressed in the context of our audit of theStandalone Financial Statements as a whole and in forming our opinion thereon and we donot provide a separate opinion on these matters. For each matter below our description ofhow our audit addressed the matter is provided in that context.

We have determined the matters described below to be the key audit matters to becommunicated in our report. We have fulfilled the responsibilities described in theAuditor's responsibilities for the audit of the Standalone Financial Statements section ofour report including in relation to these matters. Accordingly our audit included theperformance of procedures designed to respond to our assessment of the risks of materialmisstatement of the Standalone Financial Statements. The results of our audit proceduresincluding the procedures performed to address the matters below provide the basis for ouraudit opinion on the accompanying Standalone Financial Statements.

Key audit matters How our audit addressed the key audit matter
Impairment of financial instruments (including provision for expected credit losses) (as described in note 8 of the financial statements)
Ind AS 109 requires the Company to provide for impairment of its financial assets using the expected credit loss ('ECL') approach involving an estimation of probability of loss on the financial assets over their life considering reasonable and supportable information about past events current conditions and forecasts of future economic conditions which could impact the credit quality of the Company's loans and advances. In the process a significant degree of judgement has been applied by the management in respect of following matters: • Our audit procedures included considering the Company's accounting policies for impairment of loan receivables and assessing compliance with the policies in terms of Ind AS 109.
• Tested the assumptions used by the Company for grouping and staging of loan portfolio into various categories and default buckets for determining the PD and LGD rates.
• The Company has various loan products divided into Corporate loan portfolio and Retail loan portfolio. Retail loans are grouped into different categories on the basis of homogeneity and thereby expected to demonstrate similar credit characteristics. Corporate loan portfolio is assessed on a case to case basis. • Tested the operating effectiveness of the controls for staging of loans based on their past-due status. Tested a sample of performing (stage 1) loans to assess whether any loss indicators were present requiring them to be classified under stage 2 or 3.
• Estimation of losses in respect of loans or groups of loans which had no/ minimal defaults in the past. • Tested the input data used for determining the PD and LGD rates and agreed the data with the underlying books of accounts and records.
• Staging of loans and estimation of behavioral life.
• Management overlay for macro-economic factors and estimation of their impact on the credit quality. • Performed inquiries with the Company's management and its risk management function to assess the impact of CoVID-19 including current wave on the business activities of the Company.
• The Company has developed models that derive key assumptions used within the provision calculation such as probability of default (PD) and loss given default (LGD). • Assessed the Company's policy with respect to moratorium pursuant to the RBI circular and tested the implementation of such policy on a sample basis.
• The output of these models is then applied to the provision calculation with other information including the exposure at default (EAD). • Assessed the additional considerations applied by the management for staging of loans as SICR/ default in view of Company's policy on moratorium.
Additional considerations on account of CoVID-19
Pursuant to the Reserve Bank of India ("RBI") circular dated March 27 2020 ("RBI circular") allowing lending institutions to offer a moratorium to customers on payment of instalments falling due between March 1 2020 and May 31 2020 the Company had extended a moratorium to its borrower in accordance with its Board approved policy as described in Note 47. • Tested assumptions used by the management in determining the overlay for macro-economic factors (including CoVID-19 pandemic).
• Tested the arithmetical accuracy of computation of ECL provision performed by the Company in spreadsheets.
In accordance with the guidance from Institute of Chartered Accountants of India (ICAI) extension of the moratorium to borrowers by itself is not considered to result in a SICR for a borrower. Further Government of India ("GOI") has announced various stimulus packages in order to grant relief to the borrowers. • Test checked the basis of collateral valuation in the determination of ECL provision.
The Company has recorded a management overlay as part of its ECL to reflect among other things the impact of Novel Coronavirus (CoVID-19) pandemic and macroeconomic factors. In accordance with the guidance in Ind AS 109 the management overlay estimate takes into account reasonably and supportable information without incurring significant cost. The actual credit losses for the next 12 months could be significantly different than the ECL estimates prepared by the Company depending upon the impact and duration of the pandemic and various regulatory and policy measures announced by the Government. • Compared the disclosures included in the Ind AS financial statements in respect of expected credit losses with the requirements of Ind AS 107 and 109. Reviewed specific disclosures made in the Ind AS financial statements with regards to the impact of CoVID-19 on ECL estimation.
Given the high degree of management's judgement involved in estimation of ECL it is an area of material uncertainty and a key audit matter.
Fair valuation of financial assets held at fair value through other comprehensive income ("FVTOCI") or fair value through profit and loss ("FVTPL") (collectively "fair value")
The Company has classified financial assets amounting to Rs.231.88 crores as held at fair value through OCI (FVTOCI) and Rs.5938.87 crores as held at fair value through profit and loss (FVTPL) in accordance with Ind AS 109. • Understood and tested the design and operating effectiveness of the Company's control over the assessment of valuation of investments.
Additionally the Company is also required to disclose fair value of its financial assets and liabilities held at amortized cost in accordance with Ind AS 107. • Involved the auditor's expert to assess the reasonableness of the valuation methodology and underlying assumptions used by the management to estimate the fair value for sample of investments.
The determination of the fair value of financial assets is considered to be a significant area in view of the materiality of amounts involved judgements involved in selecting the valuation basis and use of unobservable inputs. • Obtain the valuation reports from external valuers information available in public domain to assess the value of investment determined by the Company.
Given the inherent subjectivity in the valuation of the above investments relative significance of these investments to the financial statements and the nature and extent of audit procedures involved we determined this to be a key audit matter. • Validated the source data and tested the arithmetical accuracy of the calculation of valuation of investments. Assessed the adequacy of disclosure in the financial statements.

Other Information

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the Director's Report but does not include the Standalone FinancialStatements and our auditor's report thereon.

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

In connection with our audit of the Standalone Financial Statements our responsibilityis to read the other information and in doing so consider whether such other informationis materially inconsistent with the financial statements or our knowledge obtained in theaudit or otherwise appears to be materially misstated. If based on the work we haveperformed we conclude that there is a material misstatement of this other information weare required to report that fact. We have nothing to report in this regard.

Responsibilities of Management for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in section134(5) of the Act with respect to the preparation of these Standalone Financial Statementsthat give a true and fair view of the financial position financial performance includingother comprehensive income cash flows and changes in equity of the Company in accordancewith the accounting principles generally accepted in India including the IndianAccounting Standards (Ind AS) specified under section 133 of the Act read with theCompanies (Indian Accounting Standards) Rules 2015 as amended. This responsibility alsoincludes maintenance of adequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and for preventing and detectingfrauds and other irregularities; selection and application of appropriate accountingpolicies; making judgments and estimates that are reasonable and prudent; and the designimplementation and maintenance of adequate internal financial controls that wereoperating effectively for ensuring the accuracy and completeness of the accountingrecords relevant to the preparation and presentation of the Standalone FinancialStatements that give a true and fair view and are free from material misstatement whetherdue to fraud or error.

In preparing the Standalone Financial Statements management is responsible forassessing the Company's ability to continue as a going concern disclosing as applicablematters related to going concern and using the going concern basis of accounting unlessmanagement either intends to liquidate the Company or to cease operations or has norealistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company's financialreporting process.

Auditor's Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the StandaloneFinancial Statements as a whole are free from material misstatement whether due to fraudor error and to issue an auditor's report that includes our opinion. Reasonable assuranceis a high level of assurance but is not a guarantee that an audit conducted in accordancewith SAs will always detect a material misstatement when it exists. Misstatements canarise from fraud or error and are considered material if individually or in theaggregate they could reasonably be expected to influence the economic decisions of userstaken on the basis of these Standalone Financial Statements.

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

• Identify and assess the risks of material misstatement of the StandaloneFinancial Statements whether due to fraud or error design and perform audit proceduresresponsive to those risks and obtain audit evidence that is sufficient and appropriate toprovide a basis for our opinion. The risk of not detecting a material misstatementresulting from fraud is higher than for one resulting from error as fraud may involvecollusion forgery intentional omissions misrepresentations or the override of internalcontrol.

• Obtain an understanding of internal control relevant to the audit in order todesign 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 hasadequate internal financial controls with reference to financial statements in place andthe operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basisof accounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude that a material uncertainty existswe are required to draw attention in our auditor's report to the related disclosures inthe financial statements or if such disclosures are inadequate to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditor'sreport. However future events or conditions may cause the Company to cease to continue asa going concern.

• Evaluate the overall presentation structure and content of the StandaloneFinancial Statements including the disclosures and whether the Standalone FinancialStatements represent the underlying transactions and events in a manner that achieves fairpresentation.

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

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

From the matters communicated with those charged with governance we determine thosematters that were of most significance in the audit of the Standalone Financial Statementsfor the financial year ended March 31 2021 and are therefore the key audit matters. Wedescribe these matters in our auditor's report unless law or regulation precludes publicdisclosure about the matter or when in extremely rare circumstances we determine that amatter should not be communicated in our report because the adverse consequences of doingso would reasonably be expected to outweigh the public interest benefits of suchcommunication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act we give in the "Annexure 1" a statement on the matters specified inparagraphs 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 bestof 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 theCompany so far as it appears from our examination of those books;

(c) The Balance Sheet the Statement of Profit and Loss including the Statement ofOther Comprehensive Income the Cash Flow Statement and Statement of Changes in Equitydealt with by this Report are in agreement with the books of account;

(d) In our opinion the aforesaid Standalone Financial Statements comply with theAccounting Standards specified under Section 133 of the Act read with Companies (IndianAccounting Standards) Rules 2015 as amended;

(e) On the basis of the written representations received from the directors as on March31 2021 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2021 from being appointed as a director in terms of Section 164 (2) of theAct;

(f) With respect to the adequacy of the internal financial controls with reference toStandalone Financial Statements and the operating effectiveness of such controls refer toour separate Report in "Annexure 2" to this report;

(g) In our opinion the managerial remuneration for the year ended March 31 2021 hasbeen paid / provided by the Company to its directors in accordance with the provisions ofsection 197 read with Schedule V to the Act;

(h) With respect to the other matters to be included in the Auditor's Report inaccordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 as amended inour opinion and to the best of our information and according to the explanations given tous:

(i) The Company has disclosed the impact of pending litigations on its financialposition in its Standalone Financial Statements - Refer Note 32(vii) and Note 33 to theStandalone Financial Statements;

(ii) The Company has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts - Refer Note 6 and Note 27 to the Standalone Financial Statements;

(iii) There has been no delay in transferring amounts required to be transferred tothe Investor Education and Protection Fund by the Company.

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration Number: 301003E/E300005

per Shrawan Jalan

Partner

Membership Number: 102102

UDIN: 21102102AAAAJH1768

Mumbai

May 19 2021

Annexure 1 referred to in paragraph 1 under the heading "Report on other legal andregulatory requirements" of our report of even date

Re: Indiabulls Housing Finance Limited

(i) (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of fixed assets.

(b) The fixed assets were physically verified by the management in the year inaccordance with a planned phased programme of verifying them over a period of three yearswhich in our opinion is reasonable having regard to the size of the Company and thenature of its assets. No material discrepancies were noticed on such verification.

(c) According to the information and explanations given by the management the titledeeds of immovable properties included in property plant and equipment are held in thename of the Company except as follows:

1. Freehold land located at Lal Dora village of Bijwasan New Delhi having carryingamount of Rs.1131270 as at March 31 2021 mortgaged as security towards SecuredNon-Convertible Debentures issued by the Company.

2. Freehold land located at District. Mehsana Ahmedabad having carrying amount ofRs.912000 as at March 31 2020 mortgaged as security towards Secured Non- ConvertibleDebentures issued by the Company.

Wherein the title deeds are in the name of Indiabulls Financial Services Limited(erstwhile Holding Company) that was merged with the Company under Section 391 to 394 ofthe Companies Act 1956 in terms of the approval of the Honourable High court ofjudicature.

Further based on the information and explanation given to us information andexplanations given to us immovable property consisting of a freehold land and a flat(building) whose title deeds have been mortgaged as security towards SecuredNon-Convertible Debentures issued by the Company and are held in the name of the Company.

(ii) The Company's business does not involve inventories and accordingly therequirements under clause 3(ii) of the Order are not applicable to the Company and hencenot commented upon.

(iii) According to the information and explanations given to us the Company has notgranted any loans secured or unsecured to companies firms Limited LiabilityPartnerships or other parties covered in the register maintained under section 189 of theCompanies Act 2013. Accordingly the provisions of clause 3(iii)(a) (b) and (c) of theOrder are not applicable to the Company and hence not commented upon.

(iv) In our opinion and according to the information and explanations given to usthere are no loans investments guarantees and securities given in respect of whichprovisions of section 185 and 186 of the Act are applicable and hence not commented upon.

(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76of the Act and the Companies (Acceptance of Deposits) Rules 2014 (as amended).Accordingly the provisions of clause 3(v) of the Order are not applicable.

(vi) To the best of our knowledge and as explained the Central Government has notspecified the maintenance of cost records under section 148(1) of the Act for theservices of the Company.

(vii) (a) Undisputed statutory dues including provident fund employees' stateinsurance income-tax goods and services tax cess and other statutory dues havegenerally been regularly deposited with the appropriate authorities though there has beena slight delay in a few cases. The provisions relating to duty of excise and sales-tax arenot applicable to the Company.

(b) According to the information and explanations given to us no undisputed amountspayable in respect of provident fund employees' state insurance income- tax goods andservice tax value added tax cess and other statutory dues applicable to the Company wereoutstanding at the year end for a period of more than six months from the date theybecame payable.

(c) According to the records of the Company the dues outstanding of income-taxsales-tax service tax value added tax and cess on account of any dispute are asfollows:

Name of the Statute Nature of dues Amount under dispute (Rs.) Amount unpaid Period to which its relates Forum where dispute is pending
The Income Tax Act 1961 Income Tax 12301239 12301239 Financial year 2008-09 Supreme Court
The Income Tax Act 1961 Income Tax 12737519 12737519 Financial year 2010-11 High Court of Delhi
The Income Tax Act 1961 Income Tax 491992 491992 Financial year 2010-11 CIT (Appeals)
The Income Tax Act 1961 Income Tax 36379 36379 Financial year 2011-12 CIT (Appeals)
The Income Tax Act 1961 Income Tax 1144660 1144660 Financial year 2012-13 CIT (Appeals)
The Income Tax Act 1961 Income Tax 141604444 141604444 Financial year 2013-14 CIT (Appeals)
The Income Tax Act 1961 Income Tax 138105980 138105980 Financial year 2014-15 CIT (Appeals)
The Income Tax Act 1961 Income Tax 205405006 205405006 Financial year 2015-16 CIT (Appeals)
The Income Tax Act 1961 Income Tax 486553886 486553886 Financial year 2016-17 CIT (Appeals)
The Income Tax Act 1961 Income Tax 482318 482318 Financial year 2010-11 CIT (Appeals)
The Income Tax Act 1961 Income Tax 30823 30823 Financial year 2011-12 CIT (Appeals)
The Rajasthan Value Added Tax Act 2003 Disallowance u/s 25 55 56 and 61 14505873 6206103 Year ended March 31 2008 to October 31 2012 Rajasthan High Court

(viii) In our opinion and according to the information and explanations given by themanagement the Company has not defaulted in repayment of loans or borrowing to afinancial institution bank or dues to debenture holders. The Company does not have anydue of loans or borrowing to government during the year.

(ix) According to the information and explanations given by the management the Companyhas not raised any money by way of initial public offer or further public offer.

Further monies raised by the Company by way of term loans and non-convertibledebenture were applied for the purpose for which those were raised though idle/surplusfunds which were not required for immediate utilization were gainfully invested in liquidinvestments payable on demand.

(x) Based upon the audit procedures performed for the purpose of reporting the true andfair view of the financial statements and according to the information and explanationsgiven by the management we report that no fraud by the Company or no material fraud onthe Company by the officers and employees of the Company has been noticed or reportedduring the year.

(xi) According to the information and explanations given by the management and auditprocedures performed by us the managerial remuneration has been paid and provided inaccordance with the requisite approvals mandated by the provisions of section 197 readwith Schedule V to the Companies Act 2013.

(xii) In our opinion the Company is not a nidhi company. Therefore the provisions ofclause 3(xii) of the Order are not applicable to the Company and hence not commented upon.

(xiii) According to the information and explanations given by the managementtransactions with the related parties are in compliance with section 177 and 188 of theAct where applicable and the details have been disclosed in the notes to the financialstatements as required by the applicable accounting standards.

(xiv) According to the information and explanations given by the management and auditprocedures performed by us the Company has complied with provisions of section 42 of theCompanies Act 2013 in respect of the private placement of shares and foreign currencyconvertible bonds during the year. According to the information and explanations given bythe management we report that the amounts raised have been used for the purposes forwhich the funds were raised.

(xv) According to the information and explanations given by the management and auditprocedures performed by us the Company has not entered into any non-cash transactionswith directors or persons connected with the directors as referred to in section 192 ofthe Act.

(xvi) According to the information and explanations given to us the provisions ofsection 45-IA of the Reserve Bank of India Act 1934 are not applicable to the Company.

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration Number: 301003E/E300005

per Shrawan Jalan

Partner

Membership Number: 102102

UDIN: 21102102AAAAJH1768

Mumbai

May 19 2021

Annexure 2 referred to in paragraph 2(f) under the heading "Report on other legaland regulatory requirements" of our report of even date

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls with reference to standalone financialstatements of Indiabulls Housing Finance Limited ("the Company") as of March 312021 in conjunction with our audit of the standalone financial statements of the Companyfor the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's Management is responsible for establishing and maintaining internalfinancial controls based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reportingissued by the Institute of Chartered Accountants of India ("ICAI"). Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business including adherence to the Company's policies the safeguardingof its assets the prevention and detection of frauds and errors the accuracy andcompleteness of the accounting records and the timely preparation of reliable financialinformation as required under the Companies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to these standalone financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting (the "Guidance Note") and the Standards onAuditing as specified under section 143(10) of the Act to the extent applicable to anaudit of internal financial controls both issued by ICAI. Those Standards and theGuidance Note require that we comply with ethical requirements and plan and perform theaudit to obtain reasonable assurance about whether adequate internal financial controlswith reference to these standalone financial statements was established and maintained andif such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls with reference to these standalone financial statementsand their operating effectiveness. Our audit of internal financial controls with referenceto standalone financial statements included obtaining an understanding of internalfinancial controls with reference to these standalone financial statements assessing therisk that a material weakness exists and testing and evaluating the design and operatingeffectiveness of internal control based on the assessed risk. The procedures selecteddepend on the auditor's judgement including the assessment of the risks of materialmisstatement of the financial statements whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion on the Company's internal financial controls withreference to these standalone financial statements.

Meaning of Internal Financial Controls with reference to these Standalone FinancialStatements

A company's internal financial controls with reference to standalone financialstatements is a process designed to provide reasonable assurance regarding the reliabilityof financial reporting and the preparation of financial statements for external purposesin accordance with generally accepted accounting principles. A company's internalfinancial controls with reference to standalone financial statements includes thosepolicies and procedures that (1) pertain to the maintenance of records that in reasonabledetail accurately and fairly reflect the transactions and dispositions of the assets ofthe company; (2) provide reasonable assurance that transactions are recorded as necessaryto permit preparation of financial statements in accordance with generally acceptedaccounting principles and that receipts and expenditures of the company are being madeonly in accordance with authorisations of management and directors of the company; and (3)provide reasonable assurance regarding prevention or timely detection of unauthorisedacquisition use or disposition of the company's assets that could have a material effecton the financial statements.

Inherent Limitations of Internal Financial Controls with reference to StandaloneFinancial Statements

Because of the inherent limitations of internal financial controls with reference tostandalone financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to standalone financial statements to future periods are subjectto the risk that the internal financial control with reference to standalone financialstatements may become inadequate because of changes in conditions or that the degree ofcompliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects adequate internal financialcontrols with reference to standalone financial statements and such internal financialcontrols with reference to standalone financial statements were operating effectively asat March 31 2021 based on the internal control over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note issued by the ICAI.

For S.R. Batliboi & Co. LLP

Chartered Accountants

ICAI Firm Registration Number: 301003E/E300005

per Shrawan Jalan

Partner

Membership Number: 102102

UDIN: 21102102AAAAJH1768

Mumbai May 19 2021.

.