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L&T Finance Holdings Ltd.

BSE: 533519 Sector: Financials
NSE: L&TFH ISIN Code: INE498L01015
BSE 00:00 | 02 Dec 91.30 3.00
(3.40%)
OPEN

88.30

HIGH

92.25

LOW

88.15

NSE 00:00 | 02 Dec 91.35 2.95
(3.34%)
OPEN

88.40

HIGH

92.25

LOW

88.15

OPEN 88.30
PREVIOUS CLOSE 88.30
VOLUME 1868923
52-Week high 92.25
52-Week low 58.50
P/E 69.17
Mkt Cap.(Rs cr) 22,625
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 88.30
CLOSE 88.30
VOLUME 1868923
52-Week high 92.25
52-Week low 58.50
P/E 69.17
Mkt Cap.(Rs cr) 22,625
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

L&T Finance Holdings Ltd. (L&TFH) - Auditors Report

Company auditors report

To

The Members of

L&T Finance Holdings Limited

Report on the audit of the Standalone Ind AS

Financial Statements

Opinion

1. We have audited the accompanying standalone Ind AS financial statements of L&TFinance Holdings Limited ("the Company") which comprise the standalone balancesheet as at 31 March 2022 and the standalone statement of profit and loss (includingother comprehensive income) standalone statement of changes in equity and standalonestatement of cash flows for the year then ended and notes to the standalone Ind ASfinancial statements including a summary of significant accounting policies and otherexplanatory information ("the Standalone Ind AS Financial Statements").

2. In our opinion and to the best of our information and according to the explanationsgiven to us the aforesaid Standalone Ind AS Financial Statements give the informationrequired by the Companies Act 2013 ("Act") in the manner so required and give atrue and fair view in conformity with the accounting principles generally accepted inIndia of the state of affairs of the Company as at 31 March 2022 and its profit andother comprehensive income changes in equity and its cash flows for the year then ended.

Basis for Opinion

3. We conducted our audit in accordance with the Standards on Auditing("SAs") specified under section 143(10) of the Act. Our responsibilities underthose SAs are further described in the Auditor's Responsibilities for the Audit of theStandalone Ind AS Financial Statements section of our report. We are independent of theCompany in accordance with the Code of Ethics issued by the Institute of CharteredAccountants of India ("ICAI") together with the ethical requirements that arerelevant to our audit of the Standalone Ind AS Financial Statements under the provisionsof the Act and the rules thereunder and we have fulfilled our other ethicalresponsibilities in accordance with these requirements and the Code of Ethics. We believethat the audit evidence we have obtained is sufficient and appropriate to provide a basisfor our opinion on the Standalone Ind AS Financial Statements.

Key Audit Matters

4. Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the Standalone Ind AS Financial Statements of the year. Thesematters were addressed in the context of our audit of the Standalone Ind AS FinancialStatements as a whole and in forming our opinion thereon and we do not provide aseparate opinion on these matters.

Key Audit Matter How the matter was addressed in our audit
Impairment of Investments in subsidiaries: Our audit procedures included the following:
We have identified impairment testing of investments in subsidiaries as a Key Audit Matter due to the magnitude of the carrying value of investments in subsidiaries of the Company which were more than 88% of the total assets of the Company as on 31 March 2022. Considering that the Company is a Core Investment Company ('CIC') which is primarily required to hold investments and loans in group companies as per Reserve Bank of India Master Directions for CICs impairment testing of investments in such group companies continues to remain an area of focus for the audit. Design / controls
> Understanding of the process evaluating the design and testing the operating effectiveness in respect of impairment assessment of investments done by management.
> Evaluating management's controls over collation of relevant information used for determining estimates for impairment value of investments.
The key areas where we identified greater levels of management judgement and therefore increased levels of audit focus in the Company's estimation of impairment are: Substantive tests
> Testing appropriate implementation of policy of impairment by management.
> As part of such impairment assessment management considers financial information liquidity and solvency position of investments in subsidiaries. Management also considers other factors such as assessment of the investee company's operations business performance and modifications if any in the auditors' report of such subsidiaries. > Reconciling the financial information mentioned in impairment assessment to underlying source details. Also testing the reasonableness of management's estimates considered in such assessment.
Hence we determined that the impairment of investments in subsidiaries which involves management judgement with a potential range of reasonable outcomes greater than our materiality for the Standalone Ind AS Financial Statements as a whole. > Obtaining and reading latest audited/ management certified financial statements of subsidiaries and noting key financial attributes / potential indicators of impairment.
> Assessing the factual accuracy and appropriateness of the disclosures made in the Standalone Ind AS Financial Statements.

Other Matter

5. Attention is drawn to the fact that the standalone Ind AS financial statements ofthe Company for the year ended 31 March 2021 were audited by Deloitte Haskins & SellsLLP and B. K. Khare & Co. ('the erstwhile joint auditors') whose report dated 29 April2021 expressed an unmodified opinion on those standalone Ind AS financial statements. Ouropinion is not modified in respect of this matter

Other Information

6. The Company's management and Board of Directors are responsible for the otherinformation. The other information comprises the information included in the Company'sannual report but does not include the Standalone Ind AS Financial Statements and ourauditors' report thereon.

7. Our opinion on the Standalone Ind AS Financial Statements does not cover the otherinformation and we do not express any form of assurance conclusion thereon.

8. In connection with our audit of the Standalone Ind AS Financial Statements ourresponsibility is to read the other information and in doing so consider whether theother information is materially inconsistent with the Standalone Ind AS FinancialStatements or our knowledge obtained in the audit or otherwise appears to be materiallymisstated. When we read the other Information and if we conclude that there is a materialmisstatement therein we are required to communicate the matter to those charges withgovernance as required under SA 720 'The Auditor's Responsibilities Relating to OtherInformation'. We have nothing to report in this regard.

Management's responsibility for the Standalone Ind AS Financial Statements

9. The Company's Management and Board of Directors is responsible for the mattersstated in section 134(5) of the Act with respect to the preparation of these StandaloneInd AS Financial Statements that give a true and fair view of the state of affairs profitand other comprehensive income changes in equity and cash flows of the Company inaccordance with the accounting principles generally accepted in India including theIndian accounting standards ("Ind AS") specified under section 133 of the Act.This responsibility also includes maintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding of the assets of the Company and forpreventing and detecting frauds and other irregularities; selection and application ofappropriate accounting policies; making judgments and estimates that are reasonable andprudent; and design implementation and maintenance of adequate internal financialcontrols that were operating effectively for ensuring the accuracy and completeness ofthe accounting records relevant to the preparation and presentation of the Standalone IndAS Financial Statements that give a true and fair view and are free from materialmisstatement whether due to fraud or error.

10. In preparing the Standalone Ind AS Financial Statements the management isresponsible for assessing the Company's ability to continue as a going concerndisclosing as applicable matters related to going concern and using the going concernbasis of accounting unless the management either intends to liquidate the Company or tocease operations or has no realistic alternative but to do so.

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

Auditor's responsibilities for the audit of the Standalone Ind AS Financial Statements

12. Our objectives are to obtain reasonable assurance about whether the Standalone IndAS Financial Statements as a whole are free from material misstatement whether due tofraud or 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 Ind AS Financial Statements.

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

13.1. Identify and assess the risks of material misstatement of the Standalone Ind ASFinancial 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.

13.2. 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)the Act we are also responsible for expressing our opinion on whether the Company hasadequate internal financial controls with reference to Standalone Ind AS FinancialStatements in place and the operating effectiveness of such controls.

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

13.4. Conclude on the appropriateness of the management's use of the going concernbasis of accounting and based on the audit evidence obtained whether a materialuncertainty exists 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 auditor's report to therelated disclosures in the Standalone Ind AS Financial Statements or if such disclosuresare inadequate to modify our opinion. Our conclusions are based on the audit evidenceobtained up to the date of our auditor's report. However future events or conditions maycause the Company to cease to continue as a going concern.

13.5. Evaluate the overall presentation structure and content of the Standalone Ind ASFinancial Statements including the disclosures and whether the Standalone Ind ASFinancial Statements represent the underlying transactions and events in a manner thatachieves fair presentation.

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

15. We also provide those chargedwith 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.

16. From the matters communicated with those charged with governance we determinethose matters that were of most significance in the audit of the Standalone Ind ASFinancial Statements of the current year 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

17. As required by the Companies (Auditor's Report) Order 2020 ("theOrder") issued by the Central Government of India in terms of sub-section (11) ofsection 143 of the Act we give in the "Annexure A" a statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable.

18. As required by Section 143(3) of the Act we report that:

18.1. We have sought and obtained all the information and explanations which to thebest of our knowledge and belief were necessary for the purposes of our audit.

18.2. 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.

18.3. The standalone balance sheet the standalone statement of profit and lossincluding other comprehensive income the statement of changes in equity and thestandalone cash flow statement dealt with by this Report are in agreement with the booksof account.

18.4. In our opinion the aforesaid Standalone Ind AS Financial Statements comply withthe Ind AS specified under Section 133 of the Act.

18.5. On the basis of the written representations received from the directors as on 31March 2022 taken on record by the Board of Directors none of the directors isdisqualified as on 31 March 2022 from being appointed as a director in terms of Section164(2) of the Act.

18.6. With respect to the adequacy of the internal financial controls with reference toStandalone Ind AS Financial Statements of the Company and the operating effectiveness ofsuch controls refer to our separate Report in "Annexure B".

18.7. In our opinion and according to the information and explanations given to us theremuneration paid by the Company to its directors during the year under report is inaccordance with the provisions of Section 197 of the Act read with Schedule V to the Act.

19. 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 in our opinionand to the best of our information and according to the explanations given to us:

19.1. The Company has disclosed the impact of pending litigations on its financialposition. Refer note no. 44 to the Standalone Ind AS Financial Statements.

19.2. The Company did not have any long-term contracts including derivative contractsfor which there were any material foreseeable losses. Refer note no. 44 to the StandaloneInd AS Financial Statements.

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

19.4. The management has represented to us to the best of their knowledge and beliefthat no funds (which are material either individually or in 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 inwriting or otherwise that the Intermediary shall whether directly or indirectly lend orinvest in other persons or entities identified in any manner whatsoever by or on behalf ofthe Company ("Ultimate Beneficiaries") or provide any guarantee security or thelike on behalf of the Ultimate Beneficiaries. Based on reasonable audit procedures adoptedby us nothing has come to our notice that such representation contains any materialmisstatement.

19.5. The management has also represented to us to the best of their knowledge andbelief that no funds (which are material either individually or in 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 orotherwise that the Company shall whether directly or indirectly lend or invest inother persons or entities identified in any manner whatsoever by or on behalf of theFunding Party ("Ultimate Beneficiaries") or provide any guarantee security orthe like on behalf of the Ultimate Beneficiaries. Based on reasonable audit proceduresadopted by us nothing has come to our notice that such representation contains anymaterial misstatement.

19.6. In our opinion and according to the information and explanations given to us thedividend declared by the Company is in compliance with Section 123 of the Act. Refer noteno. 54(7) to the Standalone Ind AS Financial Statements.

Annexure 'A' to the Independent Auditors' Report

Annexure "A" to the Independent Auditor's Report on the Standalone Ind ASFinancial Statements of L&T Finance Holding Limited for the year ended 31 March 2022

(Referred to in paragraph 17 under 'Report on Other Legal and Regulatory Requirements'section of our report of even date)

i. (a) The Company has maintained proper records showing full particulars includingquantitative details and situation of Property Plant and Equipment ("PPE").

The Company does not have any intangible assets.

(b) The PPE were physically verified during the year by the Management in accordancewith a regular programme of verification which in our opinion provides for physicalverification of all the property plant and equipment at reasonable intervals. Accordingto the information and explanation given to us no material discrepancies were noticed onsuch verification.

(c) The Company does not have any immovable properties of freehold or leasehold landand building and hence reporting under clause (i) (c) of the Order is not applicable.

(d) In our opinion and according to the information and explanations given to us theCompany has not revalued its PPE (including Right of Use assets) during the year. TheCompany does not have any intangible assets.

(e) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company and as stated in Note No 56(3) to the StandaloneInd AS Financial Statements no proceedings have been initiated or are pending against theCompany for holding any benami property under the Benami Transactions (Prohibition) Act1988 (45 of 1988) and rules made thereunder.

ii. (a) The Company is in the business of providing loans and does not have anyphysical inventories. Accordingly reporting under clause (ii)(a) of the Order is notapplicable.

(b) In our opinion and according to the information and explanations given to us atany point of time of the year the Company has not been sanctioned working capitalfacility in excess of Rs 5 crores from banks or financial institutions on the basis ofsecurity of current assets and hence reporting under clause (ii)(b) of the Order is notapplicable.

iii. (a) Since the Company's principal business is to give loans the provisions ofclause (iii)(a) of the Order are not applicable it.

(b) In our opinion and according to the information and explanations given to us theinvestments made guarantees provided security given and the terms and conditions of thegrant of all loans and advances in the nature of loans and guarantees provided are primafacie not prejudicial to the Company's interest.

(c) In our opinion and according to the information and explanations given to us inrespect of loans and advances in the nature of loans the schedule of repayment ofprincipal and payment of interest has been stipulated and the repayments or receipts areregular during the year.

(d) In our opinion and according to the information and explanations given to us noamount is overdue in respect of loans and advances in the nature of loans.

(e) Since the Company's principal business is to give loans the provisions of clause3(iii)(e) of the Order are not applicable to it.

(f) In our opinion and according to the information and explanations given to us theCompany has granted loans or advances in the nature of loans to Promoters/Related Parties(as defined in section 2(76) of the Act) which are either repayable on demand or withoutspecifying any terms or period of repayment.

(Rs In crores)

All Parties Promoters Related Parties
Aggregate amount of loans/ advances in nature of loans
- Repayable on demand (A) 1150.25 - 1150.25
- Agreement does not specify any terms or period of repayment (B) - - -
Total (A+B) 1150.25 - 1150.25
Percentage of loans/ advances in nature of loans to the total loans 100% - 100%

iv. In our opinion and according to the information and explanations given to us theCompany has complied with the applicable provisions of sections 185 and 186 of the Actwith respect to the loans given investments made guarantees given and security provided.

v. In our opinion and according to the information and explanations given to us theCompany has not accepted any deposit or amounts which are deemed to be deposits from thepublic during the year in terms of directives issued by the Reserve Bank of India or theprovisions of Sections 73 to 76 or any other relevant provisions of the Act and the rulesframed there under. Hence reporting under clause (v) of the Order is not applicable.

vi. The maintenance of cost records has not been prescribed for the activities of theCompany by the Central Government under section 148(1) of the Companies Act 2013.

vii. (a) In our opinion and according to the information and explanations given to usthe amounts deducted/accrued in the books of account in respect of undisputed statutorydues including Goods and Services Tax provident fund employees' state insuranceincome-tax sales-tax service tax duty of customs duty of excise value added tax cessand any other statutory dues have generally been regularly deposited by the Company withthe appropriate authorities.

According to the information and explanations given to us no undisputed amountspayable in respect of provident fund employees' state insurance income-tax Goods andServices Tax duty of customs cess and other material statutory dues were in arrears asat 31 March 2022 for a period of more than six months from the date they became payable.

(b) In our opinion and according to the information and explanations given to us thereare no statutory dues which have not been deposited with the appropriate authority onaccount of any dispute.

viii. In our opinion and according to the information and explanations given to us andon the basis of our examination of the records of the Company we confirm that we have notcome across any transactions recorded in the books of account which reflect incomesurrendered or disclosed during the year in the tax assessments under the Income Tax Act1961. Refer Note No.56(4) to the Standalone Ind AS Financial Statements.

ix. (a) In our opinion and according to the information and explanations given to usand on the basis of our examination of the records of the Company the Company has notdefaulted in repayment of loans or other borrowings to financial institutions banks anddues to debenture holders or in payment of interest thereon to any lender during the year.The Company does not have any borrowings from Government.

(b) According to the information and explanations given to us and on the basis of ouraudit procedures we report that the Company has not been declared wilful defaulter by anybank or financial institution or government or any government authority or any otherlender. Refer Note No. 56(5) to the Standalone Ind AS Financial Statements.

(c) The Company has neither taken any term loan during the year nor there areunutilized term loans at the beginning of the year; hence reporting under clause (ix)(c)of the Order is not applicable.

(d) According to the information and explanations given to us and the proceduresperformed by us and on an overall examination of the financial statements of the Companywe report that no funds raised on short-term basis have prima facie been used forlongterm purposes by the Company.

(e) According to the information and explanations given to us and on an overallexamination of the financial statements of the Company we report that the Company has nottaken any funds from any entity or person on account of or to meet the obligations of itssubsidiaries associates or joint ventures.

(f) According to the information and explanations given to us and procedures performedby us we report that the Company has not raised loans during the year on the pledge ofsecurities held in its subsidiaries joint ventures or associate companies.

x. (a) In our opinion and according to the information and explanations given to us andprocedures performed by us the money raised by way of further public offer by the Companyduring the previous year have been utilized for the purpose for which they were raisedduring the year. The Company has not raised any money by way of initial public offer orfurther public offer (including debt instruments) during the year.

(b) In our opinion and according to the information and explanations given to us theCompany has not made any preferential allotment / private placement of shares / fully /partly / optionally convertible debentures during the year.

xi. (a) In our opinion and according to the information and explanations given to usthere has been no fraud by the Company or any material fraud on the Company that has beennoticed or reported during the year.

(b) According to the information and explanations given to us no report undersub-section (12) of section 143 of the Act has been filed by the auditors in Form ADT-4 asprescribed under rule 13 of Companies (Audit and Auditors) Rules 2014 with the CentralGovernment.

(c) We have taken into consideration the whistle blower complaints received by thecompany during the year while determining the nature timing and extent of auditprocedures.

xii. In our opinion and according to the information and explanations given to us theCompany is not a Nidhi company. Accordingly reporting under clause (xii) of the Order isnot applicable to the Company.

xiii. According to the information and explanations given to us and based on ourexamination of the records of the Company transactions with the related parties are incompliance with Sections 177 and 188 of the Act where applicable and details of suchtransactions have been disclosed in the financial statements as required by the applicableaccounting standards.

xiv. (a) In our opinion and based on our examination the Company has an internal auditsystem commensurate with the size and nature of its business.

(b) We have considered during the course of our audit the reports of the InternalAuditor for the period under audit in accordance with the guidance provided in SA 610"Using the work of Internal Auditors".

xv. According to the information and explanations given to us in our opinion duringthe year the Company has not entered into any non-cash transactions with its directors orpersons connected with its directors.

xvi. (a) In our opinion the Company is required to be registered under Section 45-IAof the Reserve Bank of India Act 1934 and the Company has obtained the requiredregistration.

(b) The Company has not conducted any Non-Banking Financial or Housing Financeactivities without obtaining a valid CoR from the Reserve Bank of India as per the ReserveBank of India Act 1934.

(c) The Company is a Core Investment Company ("CIC") as defined in theregulations made by Reserve Bank of India. As per the information and explanationsprovided in course of our audit the Company continues to fulfil the criteria of a CIC.

(d) As per information provided by the management of the Company the Group has twoCIC's which are registered with Reserve Bank of India.

xvii. The Company has not incurred any cash losses in the financial year and in theimmediately preceding financial year.

xviii. There has been no resignation of the statutory auditors of the Company duringthe year. As per information provided by the management there have been no issuesobjections or concerns raised by the outgoing auditors.

xix. According to the information and explanations given to us and on the basis of thefinancial ratios ageing and expected dates of realization of financial assets and paymentof financial liabilities other information accompanying the financial statements ourknowledge of the Board of Directors and management plans and based on our examination ofthe evidence supporting the assumptions nothing has come to our attention which causesus to believe that any material uncertainty exists as on the date of the audit report thatthe Company is not capable of meeting its liabilities existing at the date of balancesheet as and when they fall due within a period of one year from the balance sheet date.We however state that this is not an assurance as to the future viability of theCompany. We further state that our reporting is based on the facts up to the date of theaudit report and we neither give any guarantee nor any assurance that all liabilitiesfalling due within a period of one year from the balance sheet date will get dischargedby the Company as and when they fall due.

xx. In our opinion as per section 135 of the Act no amount was required to be spentby the Company on Corporate Social Responsibility (CSR) related activities during theyear. Accordingly reporting under clause (xx) of the Order is not applicable to theCompany.

xxi. Reporting under clause xxi of the Order is not applicable at the standalone level.

Annexure 'B' to the Independent Auditors' Report

Annexure "B" to the Independent Auditors' report on the Standalone Ind ASFinancial Statements of L&T Finance Holdings Limited for the year ended 31 March 2022

(Referred to in paragraph "18.6" under 'Report on Other Legal and RegulatoryRequirements' section of our report of even date)

Report on the Internal Financial Controls with reference to the aforesaid StandaloneInd AS Financial Statements under Clause (i) of Subsection 3 of Section 143 of theCompanies Act 2013

Opinion

1. We have audited the internal financial controls with reference to the Standalone IndAS Financial Statements of L&T Finance Holdings Limited ("the Company") asat 31 March 2022 in conjunction with our audit of the Standalone Ind AS FinancialStatements of the Company for the year ended on that date.

2. In our opinion the Company has in all material respects an adequate internalfinancial controls with reference to the Standalone Financial Statements and such internalfinancial controls were operating effectively as at 31 March 2022 based on the internalcontrols over financial reporting criteria 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 ("the Guidance Note").

Management's responsibility for Internal Financial Controls

3. The Company's management is responsible for establishing and maintaining internalfinancial controls based on the internal controls over financial reporting criteriaestablished by the Company considering the essential components of internal control statedin the Guidance Note. These responsibilities include the design implementation andmaintenance of adequate internal financial controls that were operating effectively forensuring the orderly and efficient conduct of its business including adherence to theCompany's policies the safeguarding of its assets the prevention and detection of fraudsand errors the accuracy and completeness of the accounting records and the timelypreparation of reliable financial information as required under the Act.

Auditor's responsibility

4. Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to the Standalone Ind AS Financial Statements based on our audit.We conducted our audit in accordance with the Guidance Note and the Standards on Auditing("SA") prescribed under section 143(10) of the Act to the extent applicable toan audit of internal financial controls with reference to the Standalone Ind AS FinancialStatements. Those SAs and the Guidance Note require that we comply with the ethicalrequirements and plan and perform the audit to obtain reasonable assurance about whetheradequate internal financial controls with reference to the Standalone Ind AS FinancialStatements were established and maintained and whether such controls operated effectivelyin all material respects.

5. Our audit involves performing procedures to obtain audit evidence about the adequacyof the internal financial controls system with reference to the Standalone Ind ASFinancial Statements and their operating effectiveness. Our audit of internal financialcontrols with reference to the Standalone Ind AS Financial Statements included obtainingan understanding of internal financial controls with reference to the Standalone Ind ASFinancial Statements assessing the risk that a material weakness exists and testing andevaluating the design and operating effectiveness of internal control based on theassessed risk. The procedures selected depend on the auditor's judgement including theassessment of the risks of material misstatement of the Standalone Ind AS FinancialStatements whether due to fraud or error.

6. 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 the Standalone Ind AS Financial Statements.

Meaning of Internal Financial Controls with reference to the Standalone Ind ASFinancial Statements

7. A Company's internal financial controls with reference to the Standalone Ind ASFinancial Statements is a process designed to provide reasonable assurance regarding thereliability of financial reporting and the preparation of Standalone Ind AS FinancialStatements for external purposes in accordance with generally accepted accountingprinciples. A Company's internal financial controls with reference to the Standalone IndAS Financial Statements include those policies and procedures that

(1) pertain to the maintenance of records that in reasonable detail accurately andfairly reflect the transactions and dispositions of the assets of the Company;

(2) provide reasonable assurance that transactions are recorded as necessary to permitpreparation of Standalone Ind AS Financial Statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the Company arebeing made only in accordance with authorisations of management and directors of theCompany; and

(3) provide reasonable assurance regarding prevention or timely detection ofunauthorised acquisition use or disposition of the Company's assets that could have amaterial effect on the Standalone Ind AS Financial Statements.

Inherent Limitations of Internal Financial Controls with reference to the StandaloneInd AS Financial Statements

8. Because of the inherent limitations of internal financial controls with reference tothe Standalone Ind AS Financial Statements including the possibility of collusion orimproper management override of controls material misstatements due to error or fraud mayoccur and not be detected. Also projections of any evaluation of the internal financialcontrols with reference to the Standalone Ind AS Financial Statements to future periodsare subject to the risk that the internal financial controls with reference to theStandalone Ind AS Financial Statements may become inadequate because of changes inconditions or that the degree of compliance with the policies or procedures maydeteriorate.

For Khimji Kunverji & Co LLP
Chartered Accountants
Firm Registration Number: 105146W/W100621
Hasmukh B. Dedhia Partner
ICAI Membership No: 033494
UDIN: 22033494AIBFRA9108
Place: Mumbai
Date: 29 April 2022

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