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Jubilant Foodworks Ltd.

BSE: 533155 Sector: Agri and agri inputs
NSE: JUBLFOOD ISIN Code: INE797F01012
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OPEN 4080.00
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P/E 146.35
Mkt Cap.(Rs cr) 54,601
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OPEN 4080.00
CLOSE 4082.45
VOLUME 16212
52-Week high
52-Week low
P/E 146.35
Mkt Cap.(Rs cr) 54,601
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Jubilant Foodworks Ltd. (JUBLFOOD) - Auditors Report

Company auditors report

To the Members of

Jubilant FoodWorks Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of JubilantFoodWorks Limited ("the Company") which comprise the Balance Sheet as atMarch 31 2020 and the Statement of Profit and Loss (including Other ComprehensiveIncome) the Statement of Cash Flows and the Statement of Changes in Equity for the yearthen ended and a summary of 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 ("the Act") in the manner so required and give a trueand fair view in conformity with the Indian Accounting Standards prescribed under section133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended ("Ind AS") and other accounting principles generally accepted in Indiaof the state of affairs of the Company as at March 31 2020 and its profit totalcomprehensive income its cash flows and the changes in equity for the year ended on thatdate.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with theStandards on Auditing specified under section 143(10) of the Act (SAs). Ourresponsibilities under those Standards are further described in the Auditor'sResponsibility 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 theInstitute of Chartered Accountants of India (ICAI) together with the ethical requirementsthat are relevant to our audit of the standalone financial statements under the provisionsthe Act and the Rules made thereunder and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the ICAI's Code of Ethics. Webelieve that the audit evidence obtained by us is sufficient and appropriate to provide abasis 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 mostsignificance in our audit of the standalone financial statements of the current period.

These matters were addressed in the context of our audit of the standalone financialstatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters. We have determined the matters described below to bethe key audit matters to be communicated in our report.

1. Impairment of Investment in Subsidiary:

The Company holds investment in subsidiary located in Sri Lanka amounting to Rs.9690.11 lacs as at March 31 2020 and has recognised provision for diminution of Rs.2793.00 lacs as on March 31 2020. (Refer Note 4 of the Standalone Financial Statements)

The Company has undertaken an annual assessment of indicators of impairment in respectof the investment in subsidiary as mentioned in Note 37 of the standalone financialstatements. accounting policies and To assess the recoverability of the investment insubsidiary management is required to make significant estimates and assumptions relatedto forecast of future revenue operating margins growth rate and selection of thediscount rates. The Company used the discounted cash flow approach to determine therecoverable value of the investments. These assumptions are of particular importance dueto the level of uncertainties and judgment involved thus changes in these assumptionscould have a significant impact on the recoverable value of the investments.

How the key matter was addressed in our audit:

Our principal audit procedures in this area included among other:

We assessed the Company's impairment process and tested the design and implementationof internal control established to the estimates and judgments for the carrying values ofinvestment in subsidiary.

Our audit procedures included challenging management on the appropriateness of theimpairment models and reasonableness of the assumptions used by performing the following:of

1. Challenged Company's key market related assumptions used in the model includingdiscount rate long term growth rates against external data including impact of COVID-19on performance using our internal fair valuation specialist;

2. Assessed the reliability of cash flow forecasts through a review of actual pastperformance and comparison to previous budgeted performance;

3. Tested the mathematical accuracy and performing . sensitivity analyses of the model;

4. Understood the commercial prospects of the assets under the current economicenvironment including the challenges faced by the business to specifically evaluatewhether these have been appropriately reflected in the revised forecast growth rates;

5. Assessed the reasonableness of the forecasts by challenging the assumptions inrespect of growth strategies in the market in which it operates.

6. We assessed the appropriateness and completeness of the related disclosures in thestandalone financial statements.

2. Claims and Litigations

The Company is subject to lawsuits and claims which could have a significant impact onthe results if the potential exposure were to materialise. For the current year endedMarch 31 2020 we believe there is a risk relating to ongoing litigation onAnti-profiteering on Goods and Service Tax which is disclosed in Note 31.a sub note2(b)(iv) of the standalone financial statements. The amounts involved are significant andthe application of accounting standard to determine the amount if any to be provided asa liability or disclosed as a contingent liability is inherently subjective. Thisincludes assumptions relating to the likelihood and/or timing of cash outflows from thebusiness and the pending decision of National Anti-Profiteering Authority.

Due to the level of significant judgment involved the above matter has been identifiedas a key audit matter.

How the key matter was addressed in our audit:

Our audit procedures in this area included among others:

• We have evaluated the Company's processes and controls over litigations operatedby Management through regular meetings with in-house legal counsels and review of Boardand audit committee meeting minutes;

• We have assessed correspondence with the Company's external counsel accompaniedby formal confirmations from that external counsel and discussions with andrepresentations from in-house counsel;

• We have involved our tax specialists to assess relevant historical and recentjudgments passed by the judicial court authorities in order to challenge the basis usedfor the accounting treatment and resulting disclosures; and

• We assessed the adequacy of the disclosure detailing the litigation in Note 31.asub-note 2(b)(iv) to the standalone financial statements.

3. Accounting and Disclosures under Ind AS 116 – Leases:

The Company adopted the new lease standard on April 1 2019 using the modifiedretrospective approach.

Consequently the Company recorded the lease liability at the present value of theremaining lease payments discounted at the incremental borrowing rate and the right of useasset at its carrying amount as on the initial date of application of new lease standard.(Refer to Note 45 to the standalone financial statements) To recognise Right of use assetand lease liability the Company has revisited all the lease arrangement to evaluate thelease terms its estimation of the period the discount rate and other terms andconditions of the leases.

We identified the initial adoption of the standard as a key audit matter given thecomplexity of applying the standard to numerous leases and increased extent of effort whenperforming audit procedures to evaluate the reasonableness of management's judgmentsincluding the selection of the incremental borrowing rate and the completeness andaccuracy of the underlying data utilised by the Company.

How the key matter was addressed in our audit:

Our principal audit procedures in this area included among other:

1. We assessed the design and implementation of key controls pertaining to thedetermination of the Ind AS 116 transition impact disclosures.

2. We assessed the appropriateness of the discount rate applied in determining thelease liabilities with input from our valuation specialist.

3. We verified the accuracy of the underlying lease data agreeing a representativesample of leases to original contract or other supporting information and checking theintegrity and arithmetic accuracy of the Ind AS 116 calculations for each lease sampledthrough recalculation of the expected Ind AS 116 adjustment

4. We considered the completeness by testing the reconciliation to the company'soperating lease commitment and by investigating key service contracts to assess whetherthey are considered a lease under Ind AS 116.

5. We assessed the appropriateness of accounting and related disclosures in thestandalone financial statements.

Information Other than the Financial Statements and Auditor's Report Thereon

• The Company's Board of Directors is responsible for the other information. Theother information comprises the information included in the Corporate Overview StatutoryReports report including Management Discussion and Analysis Board Report and CorporateGovernance Reports but does not include standalone financial statements and our auditor'sreport thereon.

• Our opinion on the standalone financial statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.

• In connection with our audit of the standalone financial statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the standalone financial statements orour knowledge obtained during the course of our audit or otherwise appears to bematerially misstated.

• If based on the work we have performed we conclude that there is a materialmisstatement of this other information we are required to report that fact. We havenothing to report in this regard.

Management's Responsibility 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 Ind AS and other accounting principles generally accepted in India. Thisresponsibility also includes maintenance of adequate accounting records in accordance withthe provisions of the Act for safeguarding the assets of the Company and for preventingand detecting frauds and other irregularities; selection and application of appropriateaccounting policies; making judgments and estimates that are reasonable and prudent; anddesign implementation 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 financialstatement 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 Responsibility 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 financial control relevant to the audit inorder to design audit procedures that are appropriate in the circumstances. Under section143(3)(i) of the Act we are also responsible for expressing our opinion on whether theCompany has adequate internal financial controls system in place and the operatingeffectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonablenessof accounting estimates and related disclosures made by the 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 standalone financial statements or if such disclosures are inadequate to modify ouropinion. Our conclusions are based on the audit evidence obtained up to the date of ourauditor's report. However future events or conditions may cause the Company to cease tocontinue as a 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.

Materiality is the magnitude of misstatements in the standalone financial statementsthat individually or in aggregate makes it probable that the economic decisions of areasonably knowledgeable user of the standalone financial statements may be influenced. Weconsider quantitative materiality and qualitative factors in (i) planning the scope of ouraudit work and in evaluating the results of our work; and (ii) to evaluate the effect ofany identified misstatements in the standalone financial statements.

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 statementsof the current period and are therefore the key audit matters. We describe these mattersin our auditor's report unless law or regulation precludes public disclosure about thematter or when in extremely rare circumstances we determine that a matter should not becommunicated in our report because the adverse consequences of doing so would reasonablybe expected to outweigh the public interest benefits of such communication.

Other Matter

Due to the COVID-19 related lockdown we were not able to attend the Management's yearend physical verification of inventory. Consequently we have performed alternateprocedures to audit the existence of inventory as per the guidance provided in SA 501"Audit Evidence - Specific Considerations for Selected Items" and have obtainedsufficient appropriate audit evidence to issue our opinion on these Standalone FinancialStatements.

Our report is not modified in respect of this matter.

Report on Other Legal and Regulatory Requirements

1. 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 Other ComprehensiveIncome the Statement of Cash Flows and Statement of Changes in Equity dealt with by thisReport are in agreement with the relevant books of account.

d) In our opinion the aforesaid standalone financial statements comply with the Ind ASspecified under Section 133 of the Act.

e) On the basis of the written representations received from the directors as on 31stMarch 2020 taken on record by the Board of Directors none of the directors isdisqualified as on March 31 2020 from being appointed as a director in terms of Section164(2) of the Act.

f) With respect to the adequacy of the internal financial controls over financialreporting of the Company and the operating effectiveness of such controls refer to ourseparate Report in "Annexure A". Our report expresses an unmodified opinion onthe adequacy and operating effectiveness of the Company's internal financial controls overfinancial reporting

g) With respect to the other matters to be included in the Auditor's Report inaccordance with the requirements of section 197(16) of the Act as amended in our opinionand to the best of our information and according to the explanations given to us theremuneration paid by the Company to its directors during the year is in accordance withthe provisions of section 197 of 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 standalone financial statements. Refer 31(a) to the Standalone financialstatements

ii. The Company did not have any long-term contracts including derivative contracts forwhich there were any material foreseeable losses. Refer Note 31(b) to the Standalonefinancial statements.

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

2. As required by the Companies (Auditor's Report) Order 2016 ("the Order")issued by the Central Government in terms of Section 143(11) of the Act we give in"Annexure B" a statement on the matters specified in paragraphs 3 and 4 of theOrder.

Annexure "A" to the Independent Auditor's Report of Jubilant FoodWorksLimited

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

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) ofSub-section 3 of Section 143 of the Companies Act 2013 ("the Act")

We have audited the internal financial controls over financial reporting of JubilantFoodWorks Limited ("the Company") as of March 31 2020 in conjunction withour audit of the standalone Ind AS financial statements of the Company for the year endedon 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. These responsibilities includethe design implementation and maintenance of adequate internal financial controls thatwere operating effectively for ensuring the orderly and efficient conduct of its businessincluding adherence Company's policies the safeguarding of its assets the prevention anddetection of frauds and errors the accuracy and completeness of the accounting recordsand the timely preparation of reliable financial information as required under theCompanies Act 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting of Company based on our audit. We conducted our audit inaccordance with the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting (the "Guidance Note") issued by the Institute of Chartered Accountantsof India and the Standards on Auditing prescribed under Section 143(10) of the CompaniesAct 2013 to the extent applicable to an audit of internal financial controls. ThoseStandards and the Guidance Note require that we comply with ethical requirements and planand perform the audit to obtain reasonable assurance about whether adequate internalfinancial controls over financial reporting was established and maintained and if suchcontrols operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy ofthe internal financial controls system over financial reporting and their operatingeffectiveness. Our audit of internal financial controls over financial reporting includedobtaining an understanding of internal financial controls over financial reportingassessing the risk that a material weakness exists and testing and evaluating the designand operating effectiveness of internal control based on the assessed risk. The proceduresselected depend on the auditor's judgement including the assessment of the risks ofmaterial misstatement 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 systemover financial reporting.

Meaning of Internal Financial Controls over to Financial Reporting

A company's internal financial control over financial reporting is a process designedto provide reasonable assurance regarding the reliability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principles. A company's internal financial control over financialreporting includes those policies and procedures that (1) pertain to the maintenance ofrecords that in reasonable detail accurately theand fairly reflect the transactions anddispositions of the assets of the company; (2) provide reasonable assurance thattransactions are recorded as necessary to permit preparation of financial statements inaccordance with generally accepted accounting principles and that receipts andexpenditures of the company are being made only in accordance with authorisations ofmanagement and directors of the company; and (3) provide reasonable assurance regardingprevention or timely detection of unauthorised acquisition use or disposition of thecompany's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting

Because of the inherent limitations of internal financial controls over financialreporting including the possibility of collusion or improper management override ofcontrols material misstatements due to error or fraud may occur and not be detected.Also projections of any evaluation of the internal financial controls over financialreporting to future periods are subject to the risk that the internal financial controlover financial reporting may become inadequate because of changes in conditions or thatthe 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 givento us the Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at March 2020 based on the criteria for internalfinancial control over financial reporting established by the Company considering theessential components of internal control stated in the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting issued by the Institute of CharteredAccountants of India.

Annexure "B" to the Independent Auditor's Report

(Referred to in paragraph 2 under ‘Report on Other Legal and RegulatoryRequirements' section of our report of even date)

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

(b) The Company has a program of verification of fixed assets to cover all the items ina phased manner over a period of two years which in our opinion is reasonable havingregard to the size of the Company and the nature of its assets.

Pursuant to the program some fixed assets were physically verified by the Managementduring the year. According to the information and explanations given to us no materialdiscrepancies were noticed on such verification.

(c) According to the information and explanations given to us and the records examinedby us and based on the examination of the conveyance deed provided to us and based on theexamination of the conveyance deed provided by us we report that the title deedcomprising all the immovable property of land which is freehold is held in the name ofthe Company as at the balance sheet date.

(ii) As explained to us the inventories were physically verified during the year bythe Management at reasonable intervals and no material discrepancies were noticed onphysical verification.

(iii) The Company has not granted any loans secured or unsecured to companies firmsLimited Liability Partnerships or other parties covered in the registermaintainedundersection189oftheCompaniesAct2013.

(iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provision of Section 185 and 186 of the Companies Act 2013in respect of grant of loans making investments and providing guarantees and securitiesas applicable.

(v) According to the information and explanations given to us the Company has notaccepted any deposit from the public during the year within the meaning of section 73 to76 or any other relevant provisions of the Companies Act 2013 and does not have anyunclaimed deposits as at March 31 2020 and therefore the provisions of clause 3(v) of theOrder is not applicable.

(vi) The maintenance of cost records has not been specified by the Central Governmentunder section 148(1) of the Companies Act 2013 for the business activities carried out bythe Company. Thus reporting under clause 3(vi) of the order is not applicable to theCompany.

(vii) According to the information and explanations given to us in respect ofstatutory dues:

(a) The Company has been generally regular in depositing undisputed statutory duesincluding Provident Fund Employees' State Insurance Customs duty Goods and ServicesTax Income-tax and other material statutory dues applicable to it with the appropriateauthorities.

(b) There were no undisputed amounts payable in respect of Provident fund Employees'State Insurance Income-tax Customs Duty Goods and Services Tax and other materialstatutory dues in arrears as at March 31 2020 for a period of more than six months fromthe date they became payable.

(c) Details of dues of Value added tax Income-tax and Goods and Services Tax whichhave not been deposited as on March 31 2020 on account of disputes are given below:

Name of the Statute Nature of the Dues Amount unpaid (Rs. in lakhs)* Period to which the amount relates Forum where dispute is pending
Rajasthan Value Added Tax Act 2003 Value Added Tax 6.46 FY 2014-15 Assistant Commissioner of Commercial Tax
Delhi Value Added Tax Act 2004 Value Added Tax 8.00 FY 2012-13 Commissioner (Appeals)
Gujarat Value Added Tax Act2003 Value Added Tax 4.82 (FY) 2008-09 to 2012-13 Gujarat Value Added Tax Tribunal
Gujarat Value Added Tax Act2003 Value Added Tax 18.62 (FY) 2013-14 to 2014- 15 Joint Commissioner of Commercial Tax Appeal-1
Telangana Tax On Entry of Goods Into Local Areas Act 2001 Entry Tax 12.93 (FY) 2013-14 to 2015- 16 Hyderabad High Court
Jharkhand Value Added Tax Act 2003 Value Added Tax 0.77 FY 2011-12 Appellate Authority-I Jharkhand
Andhra Pradesh Value Added Tax 2003 Value Added Tax 16.74 FY 2008-09 to 2011-12 Hyderabad Sales Tax Tribunal
Kerala Value Added Tax 2003 Value Added Tax 31.27 (FY) 2010-11 & 2012- 13 to 2014-15 Deputy Commissioner (Appeal)
Income Tax Act 1961 Income Tax 1291.06 (FY) 2013-14 Income Tax Appellate Tribunal
Income Tax Act 1961 Income Tax 1771.49 (FY) 2015-16 Commissioner of Income Tax (Appeals)
Goods and Services Tax Act 2017 Goods and Services Tax 2142.98 FY 2017-18 High Court

* Includes interest and penalty as per demand orders.

The following matters have been decided in favor of the Company although thedepartment has preferred appeals at higher levels:

Name of the Statute Nature of the Dues Amount unpaid (Rs. in lakhs)* Period to which the amount relates Forum where dispute is pending
Income Tax Act 1961 Income Tax 2592.25 (FY) 2011-12 to 2012-13 Income Tax Appellate Tribunal

* Includes interest and penalty as per demand orders.

(viii) The Company has not taken any loans or borrowings from financial institutionsbanks and government or has not issued any debentures. Hence reporting under clause (viii)of the Order is not applicable to the Company.

(ix) The Company has not raised moneys by way of initial public offer or further publicoffer (including instruments) or term loans and hence reporting under clause (ix) of theOrder is not applicable.

(x) To the best of our knowledge and according to the information and explanationsgiven to us no fraud by the Company and no material fraud on the Company by its officersor employees has been noticed or reported during the year.

(xi) In our opinion and according to the information and explanations given to us theCompany has paid managerial remuneration in accordance with the requisite approvalsmandated by the provisions of section 197 read with Schedule V to the Companies Act 2013.

(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of theOrder is not applicable.

(xiii) In our opinion and according to the information and explanations given to us theCompany is in compliance with Section 177 and 188 of the Companies Act 2013 whereapplicable for all transactions with the related parties and the details of related partytransactions have been disclosed in the financial statements etc. as required by theapplicable accounting standards.

(xiv) During the year the Company has not made any preferential allotment or privateplacement of shares or fully or partly convertible debentures and hence debt reportingunder clause (xiv) of the Order is not applicable to the Company.

(xv) In our opinion and according to the information and explanations given to usduring the year the Company has not entered into any non-cash transactions with itsdirectors or persons connected with them and hence provisions of section 192 of theCompanies Act 2013 are not applicable.

(xvi) The Company is not required to be registered under section 45-IA of the ReserveBank of India Act 1934.

For Deloitte Haskins & Sells LLP
Chartered Accountants
Firm's Registration No.117366W/W-100018
Sd/-
Rajesh Kumar Agarwal
(Partner)
Membership No. 105546
UDIN: 20105546AAAABD8321
Place: New Delhi
Date: May 20 2020

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