You are here » Home » Companies » Company Overview » Piramal Enterprises Ltd

Piramal Enterprises Ltd.

BSE: 500302 Sector: Health care
NSE: PEL ISIN Code: INE140A01024
BSE 00:00 | 22 Oct 2589.80 -93.65
(-3.49%)
OPEN

2688.00

HIGH

2707.60

LOW

2577.00

NSE 00:00 | 22 Oct 2588.15 -95.05
(-3.54%)
OPEN

2689.00

HIGH

2709.70

LOW

2575.05

OPEN 2688.00
PREVIOUS CLOSE 2683.45
VOLUME 36301
52-Week high 3013.00
52-Week low 1198.90
P/E 196.35
Mkt Cap.(Rs cr) 61,806
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00
OPEN 2688.00
CLOSE 2683.45
VOLUME 36301
52-Week high 3013.00
52-Week low 1198.90
P/E 196.35
Mkt Cap.(Rs cr) 61,806
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Piramal Enterprises Ltd. (PEL) - Auditors Report

Company auditors report

To The Members of Piramal Enterprises Limited

Report on the Audit of the Standalone Financial Statements Opinion

We have audited the accompanying standalone financial statements of Piramal EnterprisesLimited ("the Company") which comprise of the Balance Sheet as at March 312020 and the Statement of Profit and Loss (including Other Comprehensive Income) theCash Flow Statement and the Statement of Changes in Equity for the year then ended and asummary of significant accounting policies and other explanatory information (hereinafterreferred to as "the standalone financial statements").

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 inIndia of the state of affairs of the Company as at March 312020 and its Profit totalcomprehensive loss 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'sResponsibilities for the Audit of the Standalone Financial Statements section of ourreport. We are independent of the Company in accordance with the Code of Ethics issued bythe Institute of Chartered Accountants of India 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 Code of Ethics. We believethat the audit evidence obtained by us is sufficient and appropriate to provide a basisfor our audit opinion on the standalone financial statements.

Emphasis of Matter

As more fully described in note 2b(i) to the standalone financial statements to assessthe recoverability of certain assets the Company has considered internal and externalinformation in respect of the current and estimated future global including Indianeconomic indicators consequent to the global health pandemic. The actual impact of thepandemic may be different from that considered in assessing the recoverability of theseassets.

Our opinion is not modified in respect of this matter.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of mostsignificance in our audit of the standalone financial statements 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.

. Key Audit Matter Auditor's Response
1 . Impairment of loans and investment portfolio in finance business [Refer to Note 2(a)(vii) 2(b)(iii) and 47(f) to the standalone financial statements]
The Company as part of its financial services segment offers long term and short term wholesale lending primarily to the real estate and infrastructure sector. Loans and investment portfolio in the finance business are measured at amortised cost less impairment allowance for losses. The Company applies the expected credit loss (ECL) model for recognising impairment loss . We performed the following key audit procedures:
a) We held discussions with the Management and performed an overall assessment of the ECL provision at each stage including management's assessment of COVID-19 impact to determine if the provision was reasonable considering the Company's portfolio risk profile credit risk management practices and the macroeconomic environment
The Company's assessment of expected credit loss involves use of judgements and estimates such as determination of probability of default (PD) determination of the staging loss given default (LGD) exposure at default (EAD) estimating Management overlay for economic uncertainty expected to result from COVID 19 pandemic forward looking information and macro-economic factors in computing the ECL on loans and investments
b) We evaluated the design of internal controls relating to the computation of ECL provision the key assumptions (i.e. staging EAD PD and LGD rates) and other inputs used therein including macro-economic factors
c) We selected a sample of loan contracts and tested the operating effectiveness of controls over computation of ECL provision the key assumptions and inputs used therein through inspection of evidence of performance of these controls or independently reperforming the control
As at March 31 2020 the Company reported total gross loans and expected credit loss provisions of C 1422. 32 crores and C 408.92 crores respectively which includes Management overlay of C 303 crores for economic uncertainty resulting from COVID-19 pandemic
We identified impairment of loan and investment portfolio in finance business as a key audit matter because the Company exercises significant judgment in calculating the expected credit losses . d) Through a sample of loan contracts we performed substantive procedures including test of details to evaluate adequacy of ECL provisioning made
e) We independently performed a sensitivity analysis based on current indicators of future economic conditions considering internal and external sources of information including credit reports economic forecasts and industry reports upto the date of the audit report on the key assumptions used.
2 Existence of inventory of raw and packing materials work in progress finished goods (manufactured and traded): C 423.56 crores [Refer to Note 9 to the standalone financial statements]
The Company has its inventory located in various factories and clearing & forwarding agent (CFA) locations. The Company has: With respect to the factories and CFA locations not visited by us at the year-end we performed the following key audit procedures:
a) a policy of performing monthly cycle counts of its inventory in factories and a) Understood and evaluated the management's internal controls process to establish the existence of inventory such as (a) the process of periodic physical verification carried out by the Management the scope and coverage of the periodic verification programme the results of such verification including analysis of discrepancies if any; (b) reports of the independent chartered accountants appointed by the Management to physically verify the inventory of the Company located at the CFA locations; (c) maintenance of stock records at all locations; (d) the process for identifying expired near-expiry items of inventory
b) appointed external chartered accountants for performing a monthly physical verification of inventory at the CFA locations.
Prior to the travel restrictions imposed because of COVID-19 in the month of March 2020 we were able to visit a factory covering about 49% of the total inventory and performed a sample physical verification of inventory. For the other factories due to the travel restrictions we were unable to participate in the physical verification of inventory performed by the Management at the year-end. Similarly for the CFA locations the CFA agents performed the physical verification of inventory at the year-end as the external chartered accountants were not able to perform the monthly physical verification at the year-end due to travel restrictions We were unable to participate in the physical verification of inventory performed by the CFA agents. We therefore performed alternate procedures to test existence of inventory as at year-end in accordance with the requirements of the auditing standards; and hence identified as a key audit matter. b) On a sample basis we obtained the cycle count inventory verification reports from the Management for inventory at factories and CFA locations performed during and at the year-end and traced to the inventory ledgers and performed roll forward procedures where required on a sample basis
c) On a sample basis we inspected documentation (including acknowledged copies of lorry receipts by customer / transporter as applicable) supporting the sale of finished goods made subsequent to the year- end; determined whether such sale was made out of production upto the year-end based on batch number controls; tested purchase of inventory prior to the year end and tested movement of raw materials to work in progress and work in progress to finished goods upto the year end
d) With respect to inventory at CFA locations on a sample basis we obtained reports of physical verification of inventories as of February 29 2020 performed by external Chartered Accountants appointed by the Company; and independently performed roll forward procedures to arrive at the balance of inventory as of March 31 2020. Additionally on a sample basis we inspected documentation supporting the purchases made prior to the year end and sale made after the year end
3 Evaluation of the appropriateness of going concern assumption and related disclosures [Refer to Note 47(a) to the standalone financial statements] e) On a sample basis we independently performed quantity reconciliation from April 1 2019 to March 31 2020 for key items of raw material and finished goods.
The Company has net current liability of C 6515.33 crores as at March 31 2020. Since the Company is the parent company and therefore responsible to provide continued financial and operational support to its subsidiaries which are in diversified businesses to assess whether the going concern assumption is appropriate the Company has considered a range of factors relating to profitability debt repayment schedule and potential sources of replacement financing. The Company has performed sensitivity analysis on such factors considered to determine whether the Company has adequate resources to continue in operational existence for the foreseeable future. Because of the uncertainties resulting from COVID-19 the actual impact of this pandemic may be different from those estimated in these financial statements. We performed the following key audit procedures:
a) We evaluated the design and implementation of controls over evaluation of the appropriateness of going concern assumptions and tested the operating effectiveness of these controls
b) We ascertained the net current liability position of the Company as at March 31 2020
c) We obtained monthly cash flow projections covering twelve months April 2020 to March 2021 and understood the basis of preparation
In response to the uncertainty surrounding the impact of COVID-19 pandemic we performed enhanced risk assessment procedures and increased audit effort to evaluate the Management's assessment of appropriateness of the going concern assumption; and hence identified as a key audit matter. d) We tested the availability of unused bank lines credit rating for commercial paper non-convertible debentures with underlying evidences
e) We verified underlying evidences on a sample basis to support the funding plans of the Management including minutes of meetings of shareholders board of directors and committees of the board of directors
f) We inspected terms of debenture and loan agreements and determined if there has been a breach of interest and principal payments
g) We tested whether effect of moratorium sought for repayments to lenders has been considered in the future projected cash flows only to the extent approved by the lenders
h) We discussed with the Management and understood that:
• No third party has invoked force majeure clause
• there is no material dependency on any vendor or customer and hence no supply chain disruptions anticipated
• no material modifications to contracts with customers have been made / anticipated
i) We tested the sensitivity analysis made by the Management regarding expected cash inflows from borrowers which in turn is dependent on the quality of the financial assets including credit risk of the borrowers
j) We evaluated events subsequent to the balance sheet date upto the date of our audit report to determine if there is any impact on the going concern assessment
k) We evaluated adequacy of disclosures made in the financial statements

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

• The Company's Board of Directors is responsible for the preparation of the otherinformation. The other information comprises the information included in the ManagementDiscussion and Analysis Board's Report including Annexures to Board's Report BusinessResponsibility Report Corporate Governance but does not include the consolidatedfinancial statements standalone financial statements and our auditor's report 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; and

design implementation and maintenance of adequate internal financial controls thatwere operating 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.

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 Cash Flow Statement 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 March31 2020 taken on record by the Board of Directors none of the directors is disqualifiedas on March 31 2020 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 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 opinion and to the best of our information and according to the explanationsgiven to us the remuneration paid by the Company to its directors during the year is inaccordance with the 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 has made provision as required under the applicable law or accountingstandards for material foreseeable losses if any on long-term contracts includingderivative contracts.

iii. There has been no delay in transferring amounts required to be transferred tothe Investor 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.

For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm Registration No. 117366W/W-100018)
Rupen K. Bhatt
Partner
(Membership No.046930)
Mumbai May 29 2020 UDIN 20046930AAAABX4260

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 to the members of Piramal Enterprises Limited of evendate)

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 PiramalEnterprises Limited ("the Company") as of March 31 2020 in conjunction with ouraudit of the standalone financial statements of the Company for the year ended on thatdate.

Management's Responsibility for Internal Financial Controls

The Board of Directors of the Company is responsible for establishing and maintaininginternal financial controls based on the internal control over financial reportingcriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note on Audit of Internal Financial Controls Over FinancialReporting issued by the Institute of Chartered Accountants of India. Theseresponsibilities include the design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the orderly and efficientconduct of its business the safeguarding of its assets the prevention and detection offrauds and errors 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 internal financial controls overfinancial reporting of the 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 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 2020 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls Over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

For Deloitte Haskins & Sells LLP
Chartered Accountants
(Firm Registration No. 117366W/W-100018)
Rupen K. Bhatt
Partner
(Membership No.046930)
Mumbai May 29 2020 UDIN 20046930AAAABX4260

ANNEXURE "B" TO THE INDEPENDENT AUDITOR'S REPORT

(Referred to in paragraph 2 under "Report on Other Legal and

Regulatory Requirements" section of our report of even date to the

Members of Piramal Enterprises Limited)

(i) In respect of its property plant and equipment:

(a) The Company has maintained proper records showing full particulars includingquantitative details and situation of property plant and equipment.

(b) The Company has a program of verification of fixed assets to cover all the items ina phased manner over a period of three years which in our opinion is reasonable havingregard to the size of the Company and the nature of its assets. Pursuant to the programcertain fixed assets were physically verified by the Management during the year. Accordingto the information and explanation given to us no material discrepancies were noticed onphysical verification of fixed assets.

(c) According to the information and explanations given to us and the records examinedby us and based on the examination of the registered sale deed / conveyance deed /confirmation from custodians/ Court Orders approving scheme of arrangements/amalgamationsprovided to us we report that the title deeds comprising all the immovable propertiesof land and buildings which are freehold are held in the name of the Company as at thebalance sheet date.

(ii) As explained to us the inventories including stocks with clearing and forwardingagents and excluding stocks with other third parties were physically verified during theyear by the Management at reasonable intervals and no material discrepancies were noticedon such physical verification. In respect of inventory lying with other third partiesconfirmations were obtained by the Management for substantial portions of stocks held bythem at the year-end.

(iii) According to the information and explanations given to us the Company has notgranted any secured loans to companies firms or other parties covered in the Registermaintained under Section 189 of the Companies Act 2013. In respect of unsecured loans tocompanies covered in the Register maintained under Section 189 of the Companies Act 2013having regard to the Amendment agreements where entered into during the year:

(a) The terms and conditions of the grant of such loans are in our opinion primafacie not prejudicial to the Company's interest.

(b) The schedule of repayment of principal and payment of interest has been stipulatedand repayments or receipts of principal amounts and interest have been regular as perstipulations.

(c) There is no overdue amount remaining outstanding as at the balance sheet date.

(iv) In our opinion and according to the information and explanations given to us theCompany has complied with the provisions of Sections 185 and 186 of the Companies Act2013 in respect of grant of loans making investments and providing guarantees andsecurities as applicable.

(v) According to the information and explanations given to us the Company has notaccepted any deposit during the year in terms of provisions of Sections 73 to 76 or anyother relevant provisions of the Companies Act 2013.

(vi) The maintenance of cost records has been specified by the Central Government underSection 148(1) of the Companies Act 2013 in respect of its products. We have broadlyreviewed the cost records maintained by the Company pursuant to the Companies (costrecords and audit) Rules 2014 and amended Companies (cost records and audit) AmendmentRules 2016 as prescribed by the Central Government under sub-section (1) of Section 148of the Companies Act 2013 and are of the opinion that prima facie the prescribed costrecords have been made and maintained. We have however not made a detailed examinationof the cost records with a view to determine whether they are accurate or complete.

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

(a) The Company has generally been regular in depositing undisputed statutory duesincluding Provident Fund Employees' State Insurance Income-tax Goods and Service TaxCustoms Duty Cess 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 Goods and Service Tax Customs Duty Cess 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 Income-tax Sales Tax Service Tax Customs Duty and Excise Dutywhich have not been deposited as at March 31 2020 on account of disputes are given below:

Name of Statute Nature of Dues Forum where Dispute is Pending Period to which the Amount Relates Gross amount of dispute (' In Crores) Amount unpaid (' In Crores)
Income Tax Act Income Tax Appellate Tribunal A.Y 2002-03 to 2007-08 2010-11 to 2015-16 410 49 202 94
1961 Appellate Authority upto Commissioner's level A.Y 2005-06 2006-07 A.Y 2010-11 to A.Y 2012-13 and AY 2016-17 46 . 91 21.22
High Court A.Y. 2008-09 and AY 2009-10 17.72 -
Central Excise Excise Duty & Service Tax High Court 2008-092009-10 9. 42 7.54
Laws including interest and penalty as applicable. CESTAT 1996-97 to 2000-01 2004-05 to 2017-18 61. 13 58 . 62
Appellate Authority upto Commissioner's level 1989-90 1995-96 1998-99 200001 2004-05 to 2006-07 2009-10 to 2011-12 2013-14 to 2014-15 and 2019-20 1.76 1. 46
Sales Tax Laws Sales Tax High Court 2005-06 2009-10 2014-15 to 2017-18 1.77 1. 03
Tribunal 1990-91 1995-96 1997-98 to 200405 2006-07 to 2010-11 2012-13 to 2014-15 and 2016-17 4. 59 2. 61
Appellate Authority upto Commissioner's level 1998-99 to 2015-16 and 2017-18 to 2018-19 10. 35 7.32
Custom Laws Custom Duty CESTAT 2009-2010 to 2011-2012 1.57 1. 41

(viii) In our opinion and according to the information and explanations given to ushaving regard to the moratorium of three months offered by a bank with respect to theprincipal and interest aggregating to C 53.39 crores that were due in March 2020 theCompany has not defaulted in the repayment of loans or borrowings to financialinstitutions banks and government and dues to debenture holders.

(ix) In our opinion and according to the information and explanations given to usmoneys raised by way of rights issue of equity shares during the year moneys receivedduring the year from the CCD holders who subscribed for previous rights issue (includingmoney received in previous year that were pending utilization) and the term loans havebeen applied by the Company for the purposes for which they were raised i.e. issuerelated expenses repayment and pre-payment of borrowings and general corporate purpose.

(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 /provided managerial remuneration in accordance with requisite approvalmandated by the provision 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 3 (xii) ofthe Order is not applicable.

(xiii) In our opinion and according to the information and explanations given to usthe Company 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) According to the information and explanations given to us the Company has madeprivate placement of fully compulsorily convertible debentures during the year underreview.

In respect of the above issue we further report that:

a) the requirement of Section 42 of the Companies Act 2013 as applicable have beencomplied with; and

b) the amounts raised have been applied by the Company during the year for the purposesfor which the funds were raised i.e. general corporate purpose.

(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 Registration No. 117366W/W-100018)
Rupen K. Bhatt
Partner
(Membership No.046930)
Mumbai May 29 2020 UDIN 20046930AAAABX4260

.