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Reliance Capital Ltd.

BSE: 500111 Sector: Financials
NSE: RELCAPITAL ISIN Code: INE013A01015
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VOLUME 53137
52-Week high 25.55
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Mkt Cap.(Rs cr) 340
Buy Price 13.45
Buy Qty 11894.00
Sell Price 13.52
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OPEN 13.72
CLOSE 13.51
VOLUME 53137
52-Week high 25.55
52-Week low 11.62
P/E
Mkt Cap.(Rs cr) 340
Buy Price 13.45
Buy Qty 11894.00
Sell Price 13.52
Sell Qty 700.00

Reliance Capital Ltd. (RELCAPITAL) - Auditors Report

Company auditors report

on the Standalone financial statements

To

The Members

Reliance Capital Limited

Report on the audit of the Standalone financial statements Opinion

We have audited the standalone financial statements of Reliance CapitalLimited ("the Company") which comprise the Standalone Balance Sheet as at March31 2021 the Standalone Statement of Profit and Loss (including other comprehensiveincome) Standalone Statement of Changes in Equity and Standalone Statement of Cash Flowsfor the year then ended and summary of significant accounting policies and otherexplanatory information (hereinafter referred to as the "standalone financialstatements").

In our opinion and to the best of our information and according to theexplanations given to us the aforesaid standalone financial statements give theinformation required by the Companies Act 2013 ("the Act") in the manner sorequired and give a true and fair view in conformity with the accounting principlesgenerally accepted in India of the state of affairs of the Company as at March 31 2021its loss and other comprehensive income / (loss) its changes in equity and its cash flowsfor the year ended on that date.

Basis for opinion

We conducted our audit in accordance with the Standards on Auditing("SAs") specified under section 143(10) of the Act. Our responsibilities underthose Standards are further described in the Auditor's Responsibilities for the Audit ofthe standalone 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 together with the ethical requirements that are relevant to our auditof the standalone financial statements under the provisions of the Act and the Rulesthereunder and we have fulfilled our other ethical responsibilities in accordance withthese requirements and the Code of Ethics. We believe that the audit evidence we haveobtained is sufficient and appropriate to provide a basis for our opinion.

Material Uncertainty related to Going Concern

We draw attention to Note No. 40(g) of the standalone financialstatements wherein the Company has defaulted in repayment of the obligations to itslenders and debenture holders which is outstanding as on March 31 2021 and the Companyalso has incurred losses during the current year and previous year which indicatematerial uncertainty exists that may cast a significant doubt on the Company's ability tocontinue as a Going Concern. The Company is in the process of meeting its obligations byway of time bound monetization of its assets and accordingly the standalone financialstatements of the Company have been prepared on a "Going Concern" basis.

Our opinion is not modified in respect of this matter.

Emphasis of Matter

We draw attention to Note No. 40(f) of the standalone financialstatements referring to filing under Section 143(12) of the Companies Act 2013 toMinistry of Corporate Affairs by one of the previous auditors for the financial year2018-19. Based on the facts fully described in the aforesaid note views of the Companyin-depth examination carried out by the independent legal experts of the relevant recordsthere were no matters attracting the said Section.

Our opinion is not modified in respect of the above matter.

Key Audit Matters

Key audit matters are those matters that in our professional judgmentwere of most significance in our audit of the standalone financial statements of thecurrent year. These matters were addressed in the context of our audit of the standalonefinancial statements as a whole and in forming our opinion thereon and we do not providea separate opinion on these matters. For each matter below our description of how ouraudit addressed the matter is provided in that context.

In addition to the matters described in the Material Uncertaintyrelated to Going Concern section we have determined the matters described below to be thekey audit matters to be communicated in our report. We have fulfilled the responsibilitiesdescribed in the Auditor's responsibilities for the audit of the standalone financialstatements section of our report including in relation to these matters. Accordingly ouraudit included the performance of procedures designed to respond to our assessment of therisks of material misstatement of the standalone financial statements. The results of ouraudit procedures including the procedures performed to address the matters below providethe basis for our audit opinion on the accompanying standalone financial statements.

Key Audit Matters How our audit addressed the Key Audit Matter
1. Impairment of financial assets and Corporate Guarantee (CG) Issued (expected credit losses)
(as described in Note No. 7 and 18 of the standalone financial statements)
Ind AS 109 "Financial Instruments" requires the Company to recognise impairment loss allowance towards its financial assets (designated at amortised cost and corporate guarantee issued) using the expected credit loss (ECL) approach. Such ECL allowance is required to be measured considering the guiding principles of Ind AS 109 including: • We read and assessed the Company's accounting policies for impairment of financial assets and their compliance with Ind AS 109.
• unbiased probability weighted outcome under various scenarios; • We tested the criteria for staging of loans/CG based on their past-due status to check compliance with requirement of Ind AS 109. Tested a sample of performing (stage 1) loans to assess whether any loss indicators were present requiring them to be classified under stage 2 or 3 and vice versa.
• time value of money; • We evaluated the reasonableness of the Management estimates by understanding the process of ECL estimation and tested the controls around data extraction and validation.
• impact arising from forward looking macro-economic factors and; • Tested the ECL model including assumptions and underlying computation.
• availability of reasonable and supportable information without undue costs.
Applying these principles involves significant estimation in various aspects such as:
• grouping of borrowers based on homogeneity by using appropriate statistical techniques;
• staging of loans and estimation of behavioural life;
• determining macro-economic factors impacting credit quality of receivables;
• estimation of losses for loan products / corporate guarantee with no / minimal historical defaults.
Considering the significance of such allowance to the overall standalone financial statements and the degree of estimation involved in computation of expected credit losses this area is considered as a key audit matter.
2. Impairment assessment for Investments in subsidiaries and associates
(as described in Note No. 8 of the standalone financial statements)
As detailed in Note No. 8 the Company has equity and preference share investments (net of provision for impairment) in subsidiary companies amounting to Rs 10831 Crore and associate companies amounting to Rs 136 Crore. Our audit procedures in respect of testing impairment assessment for investments in subsidiaries and associates included the following:
Such investments are carried at cost as per Ind AS 27 "Separate Financial Statements" and are individually assessed for impairment as per Ind AS 36 "Impairment of Assets". • Obtained understanding of the process evaluated the design and tested operating effectiveness of controls in respect of impairment assessment of investments in subsidiaries and associates.
Such impairment assessment commences with management's evaluation on whether there is an indication of impairment loss. • held discussions with management regarding appropriate implementation of policy on impairment.
As part of such evaluation management considers financial information liquidity and solvency position of investments in subsidiaries and associates. • reconciled financial information mentioned in impairment assessment to underlying source details. Also assessed of management's estimates considered in such assessment.
Management also considers other factors such as assessment of Company's operations business performance and modifications if any by the auditors of such subsidiaries and associates. • obtained and read latest audited financial statements of subsidiaries and associates. Noted key financial attributes.
Based on such evaluation the Company has made impairment provisions against the above investment. • We evaluated the impairment assessment performed by management.
We focused on this area due to magnitude of the carrying value of investments in subsidiaries and associates which comprise 80% of the total assets as at March 31 2021 and are subject to annual impairment assessment.
3. Valuation of Market Linked Debentures
(as described in Note No. 15 of the standalone financial statements)
The Company has issued Market Linked Debentures (MLD). The outstanding balance of MLD as on March 31 2021 is Rs 496 Crore. These MLDs are economically hedged with Exchange instruments like Nifty Bank Nifty & Stock Options. • Audit procedures included an assessment of internal controls over valuation methodologies inputs judgments made and assumptions used by management in determining fair valuation of MLD.
The Company has done an internal valuation of the outstanding MLD using internal valuation techniques. • Assessed and reviewed the fair valuation of MLD by the Company for compliance with Ind AS.
Considering that internal valuation of MLD is significant to overall standalone financial statements and the degree of management's judgement involved in the estimate any error in the estimate could lead to material misstatement in the standalone financial statements. Therefore it is considered as a key audit matter. • Compared resulted valuations against independent sources and externally available market valuation data for sample cases.

Other Information

The Company's Board of Directors is responsible for the otherinformation. The other information comprises the information included in Company's annualreport but does not include the standalone financial statements and our auditor's reportthereon.

Our opinion on the standalone financial statements does not cover theother information and we do not express any form of assurance conclusion thereon. Inconnection with our audit of the standalone financial statements our responsibility is toread the other information and in doing so consider whether the other information ismaterially inconsistent with the standalone financial statements or our knowledge obtainedin the audit or otherwise appears to be materially misstated. If based on the work wehave performed we conclude that there is a material misstatement of this otherinformation; we are required to report that fact. We have nothing to report in thisregard.

Management Responsibilities for the standalone financial statements

The Company's Board of Directors is responsible for the matters statedin section 134(5) of the Act with respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position financialperformance changes in equity and cash flows of the Company in accordance with theaccounting principles generally accepted in India including the Accounting Standardsspecified under section 133 of the Act. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingof the assets of the Company and for preventing and detecting frauds and otherirregularities; selection and application of appropriate implementation and maintenance ofaccounting 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 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 management either intends to liquidate the Company or to ceaseoperations or has no realistic alternative but to do so. Those Board of Directors arealso responsible for overseeing the Company's financial reporting process.

Auditor's responsibilities for the audit of the standalone financialstatements

Our objectives are to obtain reasonable assurance about whether thestandalone financial statements as a whole are free from material misstatement whetherdue to fraud or error and to issue an auditor's report that includes our opinion.Reasonable assurance is a high level of assurance but is not a guarantee that an auditconducted in accordance with SAs will always detect a material misstatement when itexists. Misstatements can arise from fraud or error and are considered material ifindividually or in the aggregate they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs we exercise professionaljudgment and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of thestandalone financial statements whether due to fraud or error design and perform auditprocedures responsive to those risks and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk of not detecting a materialmisstatement resulting from fraud is higher than for one resulting from error as fraudmay involve collusion forgery intentional omissions misrepresentations or the overrideof internal control.

• Obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriate in the circumstances.

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

• Conclude on the appropriateness of management's use of the goingconcern basis 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 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 auditor's report. However future events or conditions maycause the Company to cease to continue as a going concern.

• Evaluate the overall presentation structure and content of thestandalone financial statements including the disclosures and whether the standalonefinancial statements represent the underlying transactions and events in a manner thatachieves fair presentation.

We communicate with those charged with governance regarding amongother matters the planned scope and timing of the audit and significant audit findingsincluding any significant deficiencies in internal control that we identify during ouraudit.

We also provide those charged with governance with a statement that wehave complied with relevant ethical requirements regarding independence and tocommunicate with them all relationships and other matters that may reasonably be thoughtto bear on our independence and where applicable related safeguards.

From the matters communicated with those charged with governance wedetermine those matters that were of most significance in the audit of the standalonefinancial statements of the current period 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

As required by the Companies (Auditor's Report) Order 2016 ("theOrder") issued by the Central Government of India in terms of subsection (11) ofsection 143 of the Act we give in "Annexure B" a statement on the mattersspecified in paragraphs 3 and 4 of the Order to the extent applicable.

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

a) We have sought and obtained all the information and explanationswhich to the best of our knowledge and belief were necessary for the purposes of ouraudit.

b) In our opinion proper books of account as required by law have beenkept by the Company so far as it appears from our examination of those books.

c) The standalone balance sheet the standalone statement of profit andloss (including other comprehensive income the standalone statement of changes in equityand the standalone statement of cash flow dealt with by this Report are in agreement withthe books of account.

d) In our opinion the aforesaid standalone financial statements complywith the Ind AS specified under Section 133 of the Act.

e) The Company has defaulted in repayment of the obligations to itslenders and debenture holders which is outstanding as on March 31 2021. Based on thelegal opinion obtained by the Company and based on the written representations receivedfrom the directors as on March 31 2021 taken on record by the Board of Directors none ofthe directors is disqualified as on March 31 2021 from being appointed as a director interms of Section 164 (2) of the Act.

f) The going concern matter described in Material Uncertainty Relatedto Going Concern section above in our opinion may have an adverse effect on thefunctioning of the Company.

g) With respect to the adequacy of the internal financial controls withreference to standalone financial statements of the Company and the operatingeffectiveness of such controls refer to our separate Report in "Annexure A".

h) In our opinion and according to the information and explanationgiven to us the Company has not paid / provided for any managerial remuneration as persection 197(16) of the Act.

i) With respect to the other matters to be included in the Auditor'sReport in accordance with Rule 11 of the Companies (Audit and Auditors) Rules 2014 inour opinion and to the best of our information and according to the explanations given tous:

a. The Company has disclosed the impact of pending litigations on itsfinancial position in its standalone financial statements - Refer Note No. 38 to thestandalone financial statements;

b. The Company has made provision as required under the applicable lawor Ind AS for material foreseeable losses if any on long-term contracts includingderivative contracts - Refer Note No. 51 to the standalone financial statements;

c. Other than for dividend amounting to Rs 0.1 7 Crore pertaining tofinancial year 201 0-11 to financial year 2012-13 which could not be transferred onaccount of pendency of various investor legal cases there has been no delay intransferring amounts required to be transferred to the Investor Education and ProtectionFund by the Company.

Annexure A to the Independent Auditors' Report on the Standalonefinancial statements

Annexure to the Independent Auditor's Report referred to in paragraphunder the heading "Report on other legal and regulatory requirements" of ourreport of even date on the standalone financial statements of Reliance Capital Limited foryear ended March 31 2021.

Report on the Internal Financial Controls with reference to standalonefinancial statements under Clause (i) of Subsection 3 of Section 143 of the Companies Act2013 ("the Act")

1. We have audited the internal financial controls with reference tostandalone financial statements of Reliance Capital Limited ('the Company') as of March31 2021 in conjunction with our audit of the standalone financial statements of theCompany for the year ended on that date.

Management's Responsibility for Internal Financial Controls

2. The Company's management is responsible for establishing andmaintaining internal financial controls based on the internal control with reference tostandalone financial statements 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 (ICAI). 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 tocompany'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.

Auditors' Responsibility

3. Our responsibility is to express an opinion on the Company'sinternal financial controls with reference to standalone financial statements based on ouraudit. We conducted our audit in accordance with the Guidance Note on Audit of InternalFinancial Controls Over Financial Reporting (the "Guidance Note") and theStandards on Auditing issued by ICAI and deemed to be prescribed under section 143(10) ofthe Act to the extent applicable to an audit of internal financial controls bothapplicable to an audit of Internal Financial Controls and both issued by the ICAI. 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 with reference to standalone financial statements was established andmaintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidenceabout the adequacy of the internal financial controls system with reference to standalonefinancial statements and their operating effectiveness. Our audit of internal financialcontrols with reference to standalone financial statements included obtaining anunderstanding of internal financial controls with reference to financial reportingassessing the risk that 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 judgment including the assessment of the risks ofmaterial misstatement of the standalone financial statements whether due to fraud orerror.

5. We believe that the audit evidence we have obtained is sufficientand appropriate to provide a basis for our qualified audit opinion on the Company'sinternal financial controls system with reference to standalone financial statements.

Meaning of Internal Financial Controls with reference to standalonefinancial statements

6. A company's internal financial control with reference to standalonefinancial statements is a process designed to provide reasonable assurance regarding thereliability of financial reporting and the preparation of the standalone financialstatements for external purposes in accordance with generally accepted accountingprinciples. A company's internal financial control with reference to standalone financialstatements includes those policies and procedures that

(1) pertain to the maintenance of records that in reasonable detailaccurately and fairly reflect the transactions and dispositions of the assets of theCompany;

(2) provide reasonable assurance that transactions are recorded asnecessary to permit preparation of the standalone financial statements in accordance withgenerally accepted accounting principles and that receipts and expenditures of theCompany are being made only in accordance with authorizations of management and directorsof the Company; and

(3) provide reasonable assurance regarding prevention or timelydetection of unauthorized acquisition use or disposition of the Company's assets thatcould have a material effect on the standalone financial statements.

Inherent Limitations of Internal Financial Controls with referenceto standalone financial statements

7. Because of the inherent limitations of internal financial controlswith reference to standalone financial statements including the possibility of collusionor improper management override of controls material misstatements due to error or fraudmay occur and not be detected. Also projections of any evaluation of the internalfinancial controls with reference to standalone financial statements to future periods aresubject to the risk that the internal financial controls with reference to standalonefinancial statements may become inadequate because of changes in conditions or that thedegree of compliance with the policies or procedures may deteriorate.

Basis for Qualified Opinion

8. During the previous year based on our audit information andexplanation provided by the management following weakness were observed by us with regardto internal financial control.

The Company needs to strengthen loan processing documentation includingjustification for sanctioning the loans / exposures risk assessment of exposures and itsmitigation monitoring of end use of funds evaluation of borrower's repayment capacity andthe policy of sanctioning the loan to entities with weaker credit worthiness.

During the current year the Company has not given any loans / guaranteeto any entity.

Qualified Opinion

9. In our opinion and to the best of information and according toexplanations given to us the Company has maintained adequate internal financial controlswith reference to standalone financial statements as at March 31 2021 based on theinternal control with reference to standalone financial statements criteria established bythe Company considering the essential components of internal control stated in theGuidance Note and except for possible effects of the material weakness described in theBasis of Qualified Opinion paragraph above on the achievement of the objectives of theControl criteria the Company's internal financial control with reference to standalonefinancial statements were operating effectively as at March 31 2021.

A 'material weakness' is a deficiency or a combination ofdeficiencies in internal financial control with reference to standalone financialstatements such that there is a reasonable possibility that a material misstatement ofthe Company's annual or interim standalone financial statements will not be prevented ordetected on a timely basis.

10. We have considered the material weakness identified and reportedabove in determining the nature and extent of audit tests applied in our audit of thestandalone financial statements of the Company for the year ended March 31 2021 and thesematerial weaknesses do not affect our opinion on the standalone financial statements ofthe Company.

Annexure B to the Independent Auditors' Report on the Standalonefinancial statements

Referred to in the Independent Auditors' Report of even date to themembers of Reliance Capital Limited ("the Company') on the standalonefinancial statements as of and for the year ended

March 31 2021

i. (a) The Company is maintaining proper records showing fullparticulars including quantitative details and situation of property plant andequipment.

(b) The property plant and equipment are physically verified by theManagement according to a phased programme designed to cover all the items over a periodof three years which in our opinion is reasonable having regard to the size of theCompany and the nature of its assets. Pursuant to the programme a portion of the propertyplant and equipment has been physically verified by the Management during the year and nomaterial discrepancies have been noticed on such verification.

(c) According to the information and explanation given to us andrecords examined by us the title deeds of immovable properties as disclosed in Note No.11 and 1 2 on Investment Property and Property Plant and Equipment respectively to thestandalone financial statements are held in the name of the Company.

ii. The Company is in the business of finance and investment activityand consequently does not hold any inventory. Therefore the provisions of clause 3(ii)of the said Order are not applicable to the Company.

iii. In our opinion and according to the information and explanationgiven to us the Company has not granted any loans secured or unsecured to companiesfirms Limited Liability Partnerships or other parties covered in the register maintainedunder Section 189 of the Act. Therefore the provisions of clause 3(iii) of the said Orderare not applicable to the Company.

iv. In our opinion and according to the information and explanationgiven to us the Company has not granted any loan or provided any guarantee or security inconnection with any loan taken by parties covered under section 185 of the Act. Thereforethe provisions of section 185 of the Act are not applicable to the Company.

The Company is registered as Core Investment Company with Reserve Bankof India. Thus the provision of Section 1 86 except sub-section (1) of the Act is notapplicable to the Company. In our opinion and according to the information andexplanations given to us during the year the Company has not made any investmentsthrough more than two layers of investment companies as mentioned in sub section (1) ofSection 186 of the Act.

v. In our opinion and according to the information and explanationgiven to us the Company has not accepted any deposits from the public within the meaningof directives issued by the Reserve Bank of India and sections 73 74 75 and 76 of theAct and the Rules framed there under to the extent notified. Therefore the provisions ofclause 3(v) of the said Order are not applicable to the Company.

vi. In our opinion and according to the information and explanationgiven to us the Central Government of India has not specified the maintenance of costrecords under sub-section (1) of Section 1 48 of the Act for any of the products of theCompany. Therefore the provisions of clause 3(vi) of the said Order are not applicable tothe Company.

vii. (a) According to the information and explanations given to us andthe records of the Company examined by us in our opinion the Company is generallyregular in depositing undisputed statutory dues in respect of provident fund income taxprofession tax goods and service tax cess and other material statutory dues asapplicable with the appropriate authorities. There are no undisputed amounts payable inrespect of such applicable statutory dues as at March 31 2021 for a period of more thansix months from the date they became payable.

(b) According to the information and explanations given to us and therecords of the Company examined by us there are no dues of sales tax service-tax goodsand service tax which have not been deposited on account of any dispute. The particularsof dues of income tax and value added tax as at March 31 2021 which have not beendeposited on account of a dispute is as under:

Name of the statute Nature of dues Amount (Rs in crore) Period to which the amount relates Forum where the dispute is pending
Income tax Act 1961 Income Tax 12 A.Y. 20172018 Commissioner of Income Tax Appeals Mumbai
Maharashtra Value Added Tax Act 2002 Value Added Tax 1.38 F.Y 20152016 Joint Commissioner of State Tax Maharashtra
Maharashtra Value Added Tax Act 2002 Value Added Tax 0.31 F.Y 20162017 Joint Commissioner of State Tax Maharashtra

viii. According to the records of the Company examined by us and theinformation and explanation given to us the Company has defaulted in repayment of loansand borrowings obtained from financial institutions banks and debenture holders detailsof which are as follows:

Particulars Amount of Default as at the Balance Sheet Date (Rsin crore) Period of Default (Days)
Name of the lenders Principal Interest Principal Interest
1. Loans from Banks and Financial Institutions
Housing Development Finance Corporation Limited 524 79 456 487
Axis Bank Limited 100 13 493 517
2. Debenture Holders 16260 3127 365-548 365-548
Your attention is drawn to Note No. 41 of standalone financial statements.

The Company did not have any loans or borrowing from government duringthe year.

ix. In our opinion and according to the information and explanationsgiven to us during the year the Company has not raised any term loans and any moneys byway of initial public offer or further public offer (including debt instruments)accordingly the provisions of clause 3(xi) of the Order are not applicable to theCompany.

x. Attention is invited to Note No. 40(f) of the standalone financialstatements and emphasis of matter paragraph of our main audit report in addition theretoduring the course of our examination of the books and records of the Company carried outin accordance with the generally accepted auditing practices in India and according tothe information and explanations given to us we have neither come across any instance ofmaterial fraud by the Company or on the Company by its officers or employees noticed orreported during the year nor have we been informed of any such case by the Management.

xi. In our opinion and according to the information and explanationsgiven to us the Company has not paid/ provided for managerial remuneration accordinglythe provisions of clause 3(xi) of the Order are not applicable to the Company.

xii. In our opinion and according to the information and explanationsgiven to us the Company is not a Nidhi Company and the Nidhi Rules 2014 are notapplicable to it accordingly the provisions of clause 3(xii) of the Order are notapplicable to the Company.

xiii. According to the information and explanations given to us andbased on our examination of the records of the Company in our opinion transactionsentered into by the Company with the related parties are in compliance with Sections 177and 188 of the Act. The details of related party transactions as required under Ind AS 24"Related Party Disclosures" specified under Section 133 of the Act have beendisclosed in the standalone financial statements. (Refer Note No. 35 of the standalonefinancial statements)

xiv. During the year the Company has not made any preferentialallotment or private placement of shares or fully or partly convertible debentures duringthe year. Accordingly the provisions of clause 3(xiv) of the Order are not applicable tothe Company.

xv. In our opinion and according to the information and explanationsgiven to us during the year the Company has not entered into any non-cash transactionswith its directors or persons connected with him. Accordingly the provisions of clause3(xv) of the Order are not applicable to the Company.

xvi. According to the information and explanations given to us theCompany is registered as Core Investment Company under section 45-IA of the Reserve Bankof India Act 1934.

For Pathak H.D. & Associates LLP
Chartered Accountants
Firm's Registration No: 107783W/ W100593
Vishal D. Shah
Partner
Membership No: 11 9303
UDIN: 21 11 9303AAAAJY1864
Place : Mumbai
Date : May 8 2021

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