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Just Dial Ltd.

BSE: 535648 Sector: Others
NSE: JUSTDIAL ISIN Code: INE599M01018
BSE 09:45 | 07 Feb 639.10 14.25
(2.28%)
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630.00

HIGH

646.40

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629.35

NSE 09:29 | 07 Feb 641.70 17.00
(2.72%)
OPEN

630.00

HIGH

647.25

LOW

628.35

OPEN 630.00
PREVIOUS CLOSE 624.85
VOLUME 8433
52-Week high 945.00
52-Week low 520.30
P/E 53.21
Mkt Cap.(Rs cr) 5,388
Buy Price 639.00
Buy Qty 62.00
Sell Price 639.70
Sell Qty 7.00
OPEN 630.00
CLOSE 624.85
VOLUME 8433
52-Week high 945.00
52-Week low 520.30
P/E 53.21
Mkt Cap.(Rs cr) 5,388
Buy Price 639.00
Buy Qty 62.00
Sell Price 639.70
Sell Qty 7.00

Just Dial Ltd. (JUSTDIAL) - Auditors Report

Company auditors report

To

The Members of Just Dial Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Just Dial Limited(the Company) which comprise the Balance Sheet as at March 31 2022 the Statement ofProfit and Loss (including Other Comprehensive Income) the Statement of Cash Flows theStatement of Changes in Equity for the year then ended and a summary of significantaccounting 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 (the Act) in the manner so required and give a true and fairview in conformity with the Indian Accounting Standards (Ind AS) prescribed under section133 of the Act read with the Companies (Indian Accounting Standards) Rules 2015 asamended and other accounting principles generally accepted in India of the state ofaffairs of the Company as at March 31 2022 and its profit total comprehensive incomeits 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 theStandards on Auditing (SAs) specified under section 143(10) of the Act. 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 provisionsof the 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.We believe that the audit evidence obtained by us is sufficient and appropriate to providea 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 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 matter described below to be thekey audit matter to be communicated in our report.

Key Audit Matter Auditor’s Response
Revenue computation and recognition Principal audit procedures performed
The standalone financial statements reflect total Revenue from contract with customers aggregating Rs. 64695 lakhs for the year ended March 31 2022 recognised mainly for the search and search related services provided. The Company follows a prepaid model for its search business has a large customer base consisting of mainly Micro Small and Medium Enterprises (MSME) and recognises revenue on completion of its performance obligation over the duration of the contract. Our audit procedures included the following:
We considered recognition and computation of revenue as a Key Audit Matter due to the high volume of transactions recorded on a daily basis dependency on the algorithm based proprietary Information Technology (IT) system to compute the revenue accrual for the year and because of the inherent risk around the completeness and accuracy of the reports generated from the said system to recognise revenue. We understood the underlying process used by the Management for revenue recognition.
The Company’s disclosures are included in Note 2.4 and Note 17 to the standalone financial statements which outlines the accounting policy for revenue and details of revenue recognised. We involved IT specialist to understand evaluate the design and its implementation and to test the operating effectiveness of the IT controls related to the revenue recognition process.
We tested the General IT Controls (including access controls change management control and other General IT Controls) the relevant application controls and tested the reports generated by the system.
Evaluated the design and its implementation and tested the operating effectiveness of internal controls relating to review of reconciliation of revenue as generated from IT system with the accounting system performed by the Management.
Obtained and tested the overall reconciliation of revenue as generated from IT system with the accounting system.

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 Management Discussion andAnalysis Report and Directors' report (including annexures to Directors' report) reporton Corporate Governance and Business Responsibility report but does not include theconsolidated financial statements standalone financial statements and our auditor’sreport 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 the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained during the course of our audit or otherwise appears to be materially misstated.

If based on the work we have performed we conclude that there is a 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 asapplicable matters related to going concern and using the going concern basis ofaccounting unless Management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company’sfinancial reporting 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. Reasonableassurance is a high level of assurance but is not a guarantee that an audit conducted inaccordance with SAs will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if individuallyor in the aggregate they could reasonably be expected to influence the economic decisionsof users taken 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 standalone financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

Obtain an understanding of internal financial 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 system in place and the operating effectiveness ofsuch controls.

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

Conclude on the appropriateness of Management’s use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on theCompany’s ability to continue as a going concern. If we conclude that a materialuncertainty exists we are required to draw attention in our auditors’ report to therelated disclosures in the standalone financial statements or if such disclosures areinadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditors’ report. However future events or conditionsmay cause the Company to cease to continue as a going concern.

Evaluate the overall presentation structure and content of the standalone financialstatements including the disclosures and whether the standalone financial statementsrepresent the underlying transactions and events in a manner that achieves fairpresentation.

Obtain sufficient appropriate audit evidence regarding the financial information of theCompany to express an opinion on the standalone financial statements.

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 auditors’ report unless law or regulation precludes public disclosure aboutthe matter or when in extremely rare circumstances we determine that a matter should notbe communicated in our report because the adverse consequences of doing so wouldreasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by Section 143(3) of the Act based on our audit 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 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 March31 2022 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2022 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 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 controlsover financial 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 its standalone financial statements;

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

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

iv.

(a) The Management has represented that to the best of it’s knowledge and beliefno funds (which are material either individually or in the aggregate) have been advancedor loaned or invested (either from borrowed funds or share premium or any other sources orkind of funds) by the Company to or in any other person(s) or entity(ies) includingforeign entities (Intermediaries) with the understanding whether recorded in writing orotherwise that the Intermediary shall directly or indirectly lend or invest in otherpersons 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 theUltimate Beneficiaries.

(b) The Management has represented that to the best of it’s knowledge andbelief no funds (which are material either individually or in the aggregate) have beenreceived by the Company from any person(s) or entity(ies) including foreign entities(Funding Parties) with the understanding whether recorded in writing or otherwise thatthe Company shall directly or indirectly lend or invest in other persons or entitiesidentified in any manner whatsoever by or on behalf of the Funding Party (UltimateBeneficiaries) or provide any guarantee security or the like on behalf of the UltimateBeneficiaries.

(c) Based on the audit procedures that has been considered reasonable and appropriatein the circumstances nothing has come to our notice that has caused us to believe thatthe representations under sub-clause (i) and (ii) of Rule 11(e) as provided under (a) and(b) above contain any material misstatement.

v. The Company has not declared or paid any dividend during the year and has notproposed final dividend for the year.

2. As required by the Companies (Auditor’s Report) Order 2020 (the Order) issuedby 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 the Order.

For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
A. B. Jani
Partner
Membership No. 46488
UDIN: 22046488AIBSEG4122
Place: Mumbai
Date: April 29 2022

ANNEXURE ‘A’ TO THE INDEPENDENT AUDITOR’S REPORT

(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 Just DialLimited (the Company) as of March 31 2022 in conjunction with our audit of the standaloneInd AS financial statements of the Company for 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 Companyconsidering the essential components of internal control statedin the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the‘Guidance Note’) issued by the Institute of Chartered Accountants of India(ICAI). These responsibilities include the design implementation and maintenance ofadequate internal financial controls that were operating effectively for ensuring theorderly and efficient conduct of its business including adherence to Company’spolicies the safeguarding of its assets the prevention and detection of frauds anderrors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Companies Act 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Company's internal financialcontrols over financial reporting of the Company based on our audit. We conducted ouraudit in accordance with the Guidance Note issued by the ICAI and the Standards onAuditing prescribed under Section 143(10) of the Companies Act 2013 to the extentapplicable to an audit of internal financial controls. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether adequate internal financial controls overfinancial reporting was established and maintained and if such controls operatedeffectively 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 controlssystem over financial reporting.

Meaning of Internal Financial Controls Over 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 and 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 31 2022 based on the criteria forinternal financial control over financial reporting established by the Company consideringthe essential components of internal control stated in the Guidance Note issued by theICAI.

For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No.117366W/W-100018)
A. B. Jani
Partner
Membership No. 46488
UDIN: 22046488AIBSEG4122
Place: Mumbai
Date: April 29 2022

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) Report on Companies (Auditor’sReport) Order 2020 (the Order) issued by the

Central Government in terms of Section 143(11) of the Companies Act 2013 (the Act) ofJust Dial Limited (the Company)

According to the information and explanations given to us by the Company and the booksof account and records examined by us in the normal course of audit and to the best of ourknowledge and belief we state that:

(i)

(a) (A) The Company has maintained proper records showing full particulars includingquantitative details and situation of Property Plant and Equipment and relevant detailsof right-of-use assets.

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

(b) The Company has a program of verification of property plant and equipment andright-of-use assets so to verify all the items once every three years which in ouropinion is reasonable having regard to the size of the Company and the nature of itsassets. Pursuant to the program property plant and equipment and right-of-use assetswere due for verification during the year and 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) Based on the examination of the registered sale deed/ transfer deed/ conveyancedeed provided to us we report that the title deeds comprising all the immovableproperties (other than immovable properties where the Company is the lessee and the leaseagreements are duly executed in favour of the Company) of land and buildings which arefreehold are held in the name of the Company as at the balance sheet date.

(d) The Company has not revalued any of its Property Plant and Equipment (includingRight of Use assets) and intangible assets during the year.

(e) No proceedings have been initiated during the year or are pending against theCompany as at March 31 2022 for holding any benami property under the Benami Transactions(Prohibition) Act 1988 (as amended) and rules made thereunder.

(ii)

(a) The Company does not have any inventory and hence reporting under clause (ii)(a) ofthe Order is not applicable.

(b) According to the information and explanations given to us at any point of time ofthe year the Company has not been sanctioned any working capital facility from banks orfinancial institutions and hence reporting under clause (ii)(b) of the Order is notapplicable.

(iii)

(a) The Company has provided loans or advances in the nature of loans during the yeardetails of which are given below:

Particulars Loans (Rs. in lakhs) Advances in the nature of loans (Rs. in lakhs)
A. Aggregate amount granted / provided during the year:
- Subsidiary 1 -
- Others - interest free loans to employees - 83
B. Balance outstanding as at balance sheet date in respect of above cases:
- Subsidiary 2 -
- Others - interest free loans to employees - 44

The Company has not provided any guarantee or security to any other entity during theyear.

(b) The investments made and the terms and conditions of the grant of all theabove-mentioned loans and advances in the nature of loans during the year are in ouropinion prima facie not prejudicial to the Company’s interest.

(c) In respect of interest free loans given to employees by the Company the scheduleof repayment of principal has been stipulated and the repayments of principal amounts areregular as per stipulation.

The Company has granted loan to a subsidiary for a period of five years @ 7% p.a.which is payable on maturity or before maturity as per the mutual understanding betweenthe parties. According to information and explanations given to us the Company duringthe year has not demanded the repayment of such loan and interest thereon. However theCompany during the year has received the interest on the said loan. (Refer reportingunder clause (iii)(f) below).

(d) According to information and explanations given to us and based on the auditprocedures performed in respect of loans and advances in the nature of loans granted bythe Company there is no overdue amount which was outstanding as at the balance sheetdate.

(e) No loan or advances in the nature of loans granted by the Company which has fallendue during the year has been renewed or extended or fresh loans granted to settle theoverdues of existing loans given to the same parties.

(f) The Company has granted loans which are repayable on demand details of which aregiven below:

Related parties (Subsidiary)
(Amount in lakhs)
Aggregate of loans which are repayable on demand:
- Subsidiary 2
Percentage of loans to the total loans 100%

(iv) In our opinion and according to the explanations given to us the Company hascomplied with the provisions of Sections 185 and 186 of the Act in respect of grant ofloans making investments and providing guarantees and securities as applicable.

(v) The Company has not accepted any deposit or amounts which are deemed to bedeposits. Hence reporting under clause (v) of the Order is not applicable to the Company.

(vi) Having regard to the nature of the Company’s business / activities reportingunder clause (vi) of the Order relating to maintenance of cost records is not applicable.

(vii) In respect of statutory dues:

(a) Undisputed statutory dues including Goods and Service tax Provident FundEmployees’ State Insurance Income-tax Sales tax Service Tax duty of Custom dutyof Excise Value Added Tax cess and other material statutory dues applicable to theCompany have generally been regularly deposited by it with the appropriate authorities.

There were no undisputed amounts payable in respect of Goods and Service tax

Provident Fund Employees’ State Insurance Income-tax Sales tax Service Taxduty of Custom duty of Excise Value Added Tax cess and other material statutory dues inarrears as at March 31 2022 for a period of more than six months from the date theybecame payable.

(b) Details of statutory dues referred to in sub-clause (a) above which have not beendeposited as on March 31 2022 on account of disputes are given below:

Name of Statute Nature of Dues Forum where Dispute is Pending Period to which the Amount Relates Amount Unpaid (Rs. in lakhs)
Income-tax Act 1961 Income- tax National Faceless Appeal Centre (NFAC) Assessment Year 2017-18 731

(viii) There were no transactions relating to previously unrecorded income that weresurrendered or disclosed as income in the tax assessments under the Income-tax Act 1961(43 of 1961) during the year.

(ix)

(a) The Company has not taken any loans or other borrowings from any lender. Hencereporting under clause (ix)(a) of the Order is not applicable to the Company. (b) TheCompany has not been declared wilful defaulter by any bank or financial institution orgovernment or any government authority.

(c) The Company has not taken any term loan during the year and there are no unutilisedterm loans at the beginning of the year and hence reporting under clause (ix)(c) of theOrder is not applicable.

(d) On an overall examination of the financial statements of the Company funds raisedon short-term basis have prima facie not been used during the year for long-termpurposes by the Company.

(e) On an overall examination of the financial statements of the Company the Companyhas not taken any funds from any entity or person on account of or to meet the obligationsof its subsidiaries.

(f) The Company has not raised any loans during the year and hence reporting on clause(ix)(f) of the Order relating to pledge of securities is not applicable.

(x)

(a) The Company has not raised money by a way of further public offer including debtinstruments) during the year and hence reporting under clause (x)(a) of the Order is notapplicable.

(b) The Company has made preferential allotment of shares during the year. For suchallotment of shares the Company has complied with the requirements of Section 42 and 62of the Companies Act 2013 and the funds raised have not been utilized by the Companyduring the year other than temporary deployment pending application. The Company has notmade any preferential allotment or private placement of (fully or partly or optionally)convertible debentures during the year.

(xi)

(a) To the best of our knowledge no fraud by the Company and no material fraud on theCompany has been noticed or reported during the year.

(b) To the best of our knowledge no report under sub-section (12) of section 143 ofthe Companies Act has been filed in Form ADT-4 as prescribed under rule 13 of Companies(Audit and Auditors) Rules 2014 with the Central Government during the year and upto thedate of this report.

(c) As represented to us by the Management there were no whistle blower complaintsreceived by the Company during the year.

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

(xiii) In our opinion the Company is in compliance with Section 177 and 188 of theAct where applicable for all transactions with the related parties and the details ofrelated party transactions have been disclosed in the standalone Ind AS financialstatements as required by the applicable accounting standards.

(xiv)

(a) In our opinion the Company has an adequate internal audit system commensurate withthe size and the nature of its business.

(b) We have considered the internal audit reports issued to the Company during theyear covering the period under audit.

(xv) In our opinion during the year the Company has not entered into any non-cashtransactions with its directors or directors of its holding company subsidiary company orpersons connected with its directors and hence provisions of section 192 of the CompaniesAct 2013 are not applicable to the Company.

(xvi) (a) The Company is not required to be registered under Section 45-IA of theReserve Bank of India Act 1934. Hence reporting under clause (xvi) (a) (b) and (c) ofthe Order is not applicable. (b) The Group (the Company and its subsidiaries) does nothave any Core Investment Company (CIC) as part of the Group and accordingly reportingunder clause (xvi)(d) of the Order is not applicable.

(xvii)The Company has not incurred cash losses during the financial year covered by ouraudit and in the immediately preceding financial year.

(xviii) There has been no resignation of the statutory auditors of the Company duringthe year.

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

(xx) (a) There were no projects other than ongoing projects during the year andimmediately preceding year and hence reporting under clause 3(XX)(a) of the Order is notapplicable.

(b) In respect of ongoing projects the Company has transferred unspent CorporateSocial Responsibility (CSR) amount to a Special account before the date of this reportand within a period of 30 days from the end of the financial year in compliance with theprovision of section 135(6) of the Act.

For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
A. B. Jani
Partner
Membership No. 46488
UDIN: 22046488AIBSEG4122
Mumbai April 29 2022

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