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Whirlpool of India Ltd.

BSE: 500238 Sector: Consumer
NSE: WHIRLPOOL ISIN Code: INE716A01013
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VOLUME 33
52-Week high 1905.10
52-Week low 1218.20
P/E 76.55
Mkt Cap.(Rs cr) 15,986
Buy Price 1260.00
Buy Qty 5.00
Sell Price 1275.00
Sell Qty 20.00
OPEN 1260.05
CLOSE 1260.45
VOLUME 33
52-Week high 1905.10
52-Week low 1218.20
P/E 76.55
Mkt Cap.(Rs cr) 15,986
Buy Price 1260.00
Buy Qty 5.00
Sell Price 1275.00
Sell Qty 20.00

Whirlpool of India Ltd. (WHIRLPOOL) - Auditors Report

Company auditors report

TO THE MEMBERS OF WHIRLPOOL OF INDIA LIMITED

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS Opinion

We have audited the standalone financial statements of Whirlpool of India Limited(“the Company”) which comprise the Balance Sheet as at March 31 2022 and theStatement of Profit and Loss Statement of Changes in Equity and Statement of Cash Flowsfor the year then ended and notes to the standalone financial statements including asummary of significant accounting policies and other explanatory information (hereinafterreferred to as “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 Companies (Indian Accounting Standards) Rules 2015 as amendedand other accounting principles generally accepted in India of the state of affairs ofthe Company as at March 31 2022 and profit changes in equity and its cash flows for theyear ended on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Act. Our responsibilities under those Standards are furtherdescribed in the Auditor's Responsibilities for the Audit of the Standalone FinancialStatements section of our report. We are independent of the Company in accordance with theCode of Ethics issued by the Institute of Chartered Accountants of India (ICAI) togetherwith the ethical requirements that are relevant to our audit of the standalone financialstatements under the provisions of the Act and the Rules thereunder and we have fulfilledour other ethical responsibilities in accordance with these requirements and the Code ofEthics. We believe that the audit evidence we have obtained is sufficient and appropriateto provide a basis for our opinion.

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 for the year ended March31 2022. 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.

Description of Key Audit Matter

Measurement of provisions and evaluation of contingent liabilities for uncertain taxpositions (Direct Tax and Indirect Tax)

Refer Note 34 to the Standalone Financial Statement

The Company has significant transactions with group companies located outside India andhence are subject to transfer pricing regulations as per Income-Tax Act 1961 in India.Certain transactions with group companies and various tax positions taken by the Companyare challenged by the relevant jurisdictional tax authorities. Further certain sales andservice tax custom duty positions relating to reporting of taxable turnover tax ratesapplicable non-collection of statutory forms etc. are challenged by relevantjurisdictional tax authorities. Management has applied judgement and evaluated theexposure to each litigation/assessment status and thus risk that such case may not beadequately provided for or disclosed as required under ‘Ind AS 37 - ProvisionsContingent Liabilities and Contingent Assets'.

We have determined this matter to be key audit matter due to the significance of theamounts and judgements involved.

Description of Auditor's Response

Our audit procedure in respect of this area included the following among others:

Gained an understanding of the process of identification of claims litigations andcontingent liabilities and identified key controls in the process. For selected controlswe have performed tests of controls. Obtained the summary of ongoing direct and indirecttax cases management's position through discussion with management of the possibleoutcome of such cases and provisions provided in the standalone financial statements.

Verified the completeness of the ongoing direct and indirect tax cases by corroboratingprevious year with list of tax cases tax litigation status and other underlyingdocuments.

Engaged tax specialists to technically appraise the tax positions taken by managementwith respect to direct and indirect tax issues (as considered necessary).

Assessed litigations on income taxes in terms of recognition and measurement criteriamentioned in Appendix C Uncertainty over Income Tax Treatments to Ind AS 12-IncomeTaxes.

Assessed the disclosures made in the standalone financial statements to address whetherthey appropriately reflect the facts and circumstances of the respective tax litigationsexposure and the requirements of relevant accounting standards.

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

The Company's Board of Directors is responsible for the other information. The otherinformation comprises the information included in the Director's report etc but does notinclude the standalone financial statements and our auditor's report thereon.

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

In connection with our audit of the standalone financial statements our responsibilityis to read the other information and in doing so consider whether the other informationis materially inconsistent with the standalone financial statements or our knowledgeobtained in the audit or otherwise appears to be materially misstated. If based on thework we have 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.

Responsibilities of Management and Those Charged with Governance for the StandaloneFinancial 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 changesin equity and cash flows of the Company in accordance with the accounting principlesgenerally accepted in India including the Accounting Standards specified under section133 of the Act. This responsibility also includes maintenance of adequate accountingrecords in accordance with the provisions of the Act for safeguarding of the assets of theCompany and for preventing and detecting frauds and other irregularities; selection andapplication of appropriate accounting policies; making judgments and estimates that arereasonable and prudent; and design implementation and maintenance of adequate internalfinancial controls that were operating effectively for ensuring the accuracy andcompleteness of the accounting records relevant to the preparation and presentation ofthe standalone financial statement that give a true and fair view and are free frommaterial misstatement whether due to fraud or error.

In preparing the standalone financial statements the Board of Directors is responsiblefor assessing the Company's ability to continue as a going concern disclosing asapplicable matters related to going concern and using the going concern basis ofaccounting unless the Board of Directors either intends to liquidate the Company or tocease operations or has no realistic alternative but to do so.

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

Auditor's Responsibilities 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.

We give in “Annexure A” a detailed description of Auditor's responsibilitiesfor Audit of the Standalone Financial Statements.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor's Report) Order 2020 (“the Order”)issued by the Central Government of India in terms of sub-section (11) of section 143 ofthe Act we give in “Annexure B” a statement on the matters specified inparagraphs 3 and 4 of the Order to the extent applicable.

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

(a) We have sought and obtained all the information and explanations which to the bestof our knowledge and belief were necessary for the purposes of our audit.

(b) In our opinion proper books of account as required by law have been kept by theCompany so far as it appears from our examination of those books.

(c) The Balance Sheet the Statement of Profit and Loss the Statement of Changes inEquity and the Statement of Cash Flow dealt with by this Report are in agreement with thebooks of account. (d) In our opinion the aforesaid standalone financial statements complywith the Accounting Standards specified under Section 133 of the Act read with Rule 7 ofthe Companies (Accounts) Rules 2014. (e) On the basis of the written representationsreceived from the directors as on March 31 2022 taken on record by the Board ofDirectors none of the directors are disqualified as on March 31 2022 from beingappointed as a director in terms of Section 164 (2) of the Act.

(f) With respect to the adequacy of the internal financial controls with reference tostandalone financial statements of the Company and the operating effectiveness of suchcontrols refer to our separate Report in “Annexure C”.

(g) 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: i. TheCompany has disclosed the impact of pending litigations on its financial position in itsstandalone financial statements Refer Note 34 to the standalone financial statements; ii.The Company did not have any long-term contracts including derivative contracts for whichthere were any material foreseeable losses. iii. There were no amounts which were requiredto be transferred to the Investor Education and Protection Fund by the Company. iv.

(1) The Management has represented that to the best of it's knowledge and belief nofunds have been advanced or loaned or invested (either from borrowed funds or sharepremium or any other sources or kind of funds) by the Company to or in any other person/entity including foreign entities (‘Intermediaries') with the understandingwhether recorded in writing or otherwise that the Intermediary has whether directly orindirectly lend or invest in other persons or entities identified in any manner whatsoeverby or on behalf of the Company (“Ultimate Beneficiaries”) or provide anyguarantee security or the like on behalf of the Ultimate Beneficiaries;

(2) The Management has represented that to the best of it's knowledge and belief nofunds have been received by the Company from any person/ entity including foreignentities that the company has directly or indirectly lend or invest in other persons orentities identified in any manner whatsoever by or on behalf of the Funding Party(“Ultimate Beneficiaries”) or provide any guarantee security or the like onbehalf of the Ultimate Beneficiaries; (3) Based on our audit procedures which we haveconsidered reasonable and appropriate in the circumstances and according to theinformation and explanations provided to us by the Management in this regard nothing hascome to our notice that has caused us to believe that the representations made by theManagement under sub-clause (i) and (ii) contain any material misstatement. v. The Companyhas declared and paid dividend during the year which is in compliance with section 123 ofthe Act.

3. As required by The Companies (Amendment) Act 2017 in our opinion according toinformation explanations given to us the remuneration paid by the Company to itsdirectors is within the limits laid prescribed under Section 197 of the Act and the rulesthereunder.

For M S K A & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Manish P Bathija
Partner
Membership No. 216706
UDIN: 22216706AJNYHU8666
Place: Gurugram
Date : May 25 2022

ANNEXURE A TO THE INDEPENDENT AUDITOR'S REPORT ON EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF WHIRLPOOL OF INDIA LIMITED

AUDITOR'S RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

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

Identify and assess the risks of material misstatement of the standalone financialstatements whether due to fraud or error design and perform audit procedures responsiveto those risks and obtain audit evidence that is sufficient and appropriate to provide abasis for our opinion. The risk of not detecting a material misstatement resulting fromfraud is higher than for one resulting from error as fraud may involve collusionforgery intentional omissions misrepresentations or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to designaudit procedures that are appropriate in the circumstances. Under section 143(3)(i) of theAct we are also responsible for expressing our opinion on whether the company hasinternal financial controls with reference to standalone financial statements in place andthe operating effectiveness of such controls.

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

Conclude on the appropriateness of management's use of the going concern basis ofaccounting and based on the audit evidence obtained whether a material uncertaintyexists related to events or conditions that may cast significant doubt on 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 ofthe standalone 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 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 withthose charged with governance we determine those matters that were of most significancein the audit of the standalone financial statements for the year ended March 31 2022 andare therefore the key audit matters. We describe these matters in our auditor's reportunless law or regulation precludes public disclosure about the matter or when inextremely rare circumstances we determine that a matter should not be communicated in ourreport because the adverse consequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.

For M S K A & Associates

Chartered Accountants ICAI Firm Registration No. 105047W

Manish P Bathija

Partner

Membership No. 216706 UDIN: 22216706AJNYHU8666

Place: Gurugram Date : May 25 2022

ANNEXURE B TO INDEPENDENT AUDITORS' REPORT OF EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF WHIRLPOOL OF INDIA LIMITED FOR THE YEAR ENDED MARCH 31 2022

[Referred to in paragraph 1 under ‘Report on Other Legal and RegulatoryRequirements' in the Independent Auditors' Report]

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

(b) Property Plant and Equipment have been physically verified by the management inphased manner at reasonable intervals during the year and no material discrepancies wereidentified on such verification.

(c) According to the information and explanations given to us and on the basis of ourexamination of the records of the Company the title deeds of immovable properties (otherthan properties where the Company is the lessee and the lease agreements are duly executedin favour of the lessee) as disclosed in Note 3A in the standalone financial statementsare held in the name of the Company. (d) According to the information and explanationsgiven to us the Company has not revalued its property plant and Equipment (includingRight of Use assets) and its intangible assets. Accordingly the requirements underparagraph 3(i)(d) of the Order are not applicable to the Company. (e) According to theinformation and explanations given to us no proceeding has been initiated or pendingagainst the Company for holding benami property under the Benami Transactions(Prohibition) Act 1988 and rules made thereunder. Accordingly the provisions stated inparagraph 3(i)(e) of the Order are not applicable to the Company. ii.

(a) The inventory has been physically verified during the year by the management exceptfor inventories in transit aggregating to Rs.23067 lacs as on March 31 2022. In ouropinion the frequency of verification coverage and procedure of such verification isreasonable and appropriate. No material discrepancies were noticed on verification betweenphysical stock and the book records. (b) According to the information and explanationsprovided to us and based on the verification the Company has been sanctioned workingcapital limits on the basis of letter of comfort from ultimate holding Company and not onthe basis of current assets. Accordingly the requirements under paragraph 3(ii)(b) of theOrder is not applicable to the Company. iii.

(a) According to the information explanation provided to us the Company has madeinvestments in one company however the Company has not provided any guarantee or securityor granted any loans or advances in the nature of loans secured or unsecured tocompanies firms Limited Liability Partnerships or any other parties. Accordingly therequirements under paragraph 3(iii)(a) and subclause (c) to (f) are not applicable to theCompany.

(b) In relation to investment according to the information and explanation given to usand based on the audit procedures performed by us we are of opinion that the term andconditions in relation to investments made are not prejudicial to the interest of theCompany.

iv. In our opinion and according to the information and explanations given to us theCompany has not either directly or indirectly granted any loan to any of its directors orto any other person in whom the director is interested in accordance with the provisionsof section 185 of the Act and the Company has not made investments through more than twolayers of investment companies in accordance with the provisions of section 186 of theAct. Accordingly provisions stated in paragraph 3(iv) of the Order are not applicable tothe Company. v. In our opinion and according to the information and explanations given tous the Company has not accepted any deposits from the public within the meaning ofSections 73 74 75 and 76 of the act and the rules framed there under. vi. We havebroadly reviewed the books of account relating to materials labour and other items ofcost maintained by the Company pursuant as specified by the Central Government for themaintenance of cost records under sub-section (1) of section 148 of the Act and we are ofthe opinion that prima facie the prescribed accounts and records have been made andmaintained. We have not however made a detailed examination of the records with a viewto determine whether they are accurate or complete.

vii.

(a) According to the information and explanations given to us and the records of theCompany examined by us in our opinion undisputed statutory dues including providentfund employees' state insurance income tax goods and service tax duty of customs cessand any other statutory dues have been regularly deposited with the appropriateauthorities in all cases during the year.

According to the information and explanations given to us no undisputed amountspayable in respect of provident fund employees' state insurance income tax goods andservice tax duty of customs cess and any other statutory dues were outstanding at theyear end for a period of more than six months from the date they became payable.

Name of the statute Nature of dues Amount (Rs. in Lacs) Amount paid under protest (Rs. in Lacs) Period to which the amount relates Forum where dispute is pending if any
Customs Act 1962 Denial of exemption on account of classification issue of water purifiers 36 - 2010-11 Custom Excise and Service Tax Appellate Tribunal (CESTAT)
Service Tax Rule 1994 Disallowance of input credit on Research expenditure 136 - 2005-07
Income tax Act 1961 Penalty under section 271 (1)(c) (Appeal filed by Tax Department) 148 - 2004-05 Income Tax Appellate Tribunal (ITAT)
Income tax Act 1961 Penalty under section 271 (1)(c) (Appeal filed by Tax Department) 5 - 2014-15 ITAT
Andhra Pradesh Tax levied on optional service contacts 9 5 2003-04 Additional Commissioner
General Sales 19 10 2002-03 High Court
Tax Act 1957 14 14 2001-02 Sales Tax Officer
(STO)
7 4 2000-01 Tribunal
Andhra Dispute on tax rate on Gas 4 4 2006-07 STO
Pradesh 3 3 2007-08 STO
Value Added
Tax Act 2005
CGST Act 2017 Anti Profiteering Authority Order 4 4 2018-19 High Court
Bihar Sales Entry Tax 1 - 2003-04 STO
Tax Act 1959 Check post penalty 4 1 2002-03 Tribunal
Bihar Value Added Tax Tax on discount through credit note 6 - 2008-09 Commissioner of sales tax
Act 2005 10 - 2009-10 Commissioner of sales tax
3 - 2010-11 Commissioner of sales tax
Tax on discount through credit note 24 24 2012-13 Joint Commissioner
F-form short 25 25 2009-10 Tribunal
71 71 2010-11 Tribunal
Bombay Sales Tax on CQB excess claimed and non- submission of C forms 11 3 2004-05 Joint Commissioner
Tax Act 1959 Chandigarh VAT Act
Cash Discount 19 - 2013-14 Assessing Authority
16 - 2014-15 Assessing Authority
11 - 2015-16 Assessing Authority
Non submission of C forms 1 - 2012- 13 Assessing Authority
3 - 2013-14 Assessing Authority
# - 2011-12 Assessing Authority -
CST
# - 2011-12 Assessing Authority -
VAT
Haryana General Sales Tax Act 1973 Interest under Section 59 of the sales tax act 17 17 1982-83 High Court
16 16 1983-84
82 82 1984-85
42 42 1985-86
Enhancement of turnover by taxing on MRP value 9 9 2002-03 Joint Commissioner
Haryana Value Added Tax Entry Tax 59 - 2007-08 High Court
Act 2003 J & K GST Act 1962
Rejection of claim 5 11 2002-03 Remand
J & K Value Added Tax Act 2005 Rejection of claim of HUPS sale 6 6 2009-10 Assessing Authority
# # 2007-08 Deputy Commissioner
3 3 2008-09 Deputy Commissioner
Penalty at Check Post 1 - 2012-13 Deputy Commissioner
# - 2014-15 Deputy Commissioner
Jharkhand Penalty 1 - 2018-19 Joint Commissioner
SGST Act
Karnataka Value Added SRN claim rejected 311 100 2014-15 Bangalore High court
Tax Act 2005
Maharashtra Value Added Vendor mismatch 37 2 2014-15 Joint Commissioner
Tax Act 2005
MP Commercial Rejection of claim on discounts 26 3 2003-04 Additional Commissioner
Tax Act 1944 Rejection of Forms # # 2003-04 Additional Commissioner
Rejection of credit notes 18 4 2001-02 High Court
Non submission of forms # # 2004-05 STO
Rejection of sales return 3 1 1999-00 Tax Board
Rejection of claim on discounts 28 15 2002-03 Tax Board
Rejection of credit notes 13 4 1998-99 Tribunal
MP Value Rejection of sales return 20 6 2005-06 Additional
Added Tax Commissioner
Act 2005 Forms short 2 # 2011-12 Additional
Commissioner
Orissa Sales Non submission of forms 2 2 1996-97 High Court
Tax Act 1947 Enhancement of turnover 7 6 2001-02 High Court
Non submission of forms 1 1 1997-98 STO
Road Permit 1 1 2001-02 STO
Non submission of forms 2 - 1998-99 Tribunal
Non submission of forms 3 1 1999-00 Tribunal
Rejection of sales return 1 1 1999-00 Tribunal
Non submission of forms 1 # 2000-01 Tribunal
Rejection of sales return 6 2 2000-01 Tribunal
Non submission of forms 1 1 2001-02 Tribunal
Entry tax 3 - 2002-03 Tribunal
Orissa Value Non submission of forms # 8 2009-10 Additional
Added Tax to 2012-13 Commissioner
Act 2005
Tax on entry of goods 326 - 2008-09 High Court
Punjab Value Turnover enhanced and taxable sales 535 - 2010-11 STO
Added Tax claimed in return rejected on the basis
Act 2005 of difference in gross turnover declared
Non submission of C forms 1 - 2013-14 Assessing Authority
7 - 2014-15
Penalty at Check Post 1 # 2006-07 Deputy
Commissioner
Tax on freight charged on invoices 31 8 2005-06 Commissioner
Appeal (First Appeal)
Penalty at Check Post # # 2010-11 STO
Tax on freight charged on invoices 235 59 2006-07 Tribunal
Rajasthan CSD form short 2 - 2017-18 Assessing Authority
Sales Tax Rejection of surcharge 6 5 2000-01 STO
Act 1954
Rajasthan Entry Tax - notice received 12 - 2013-14 Deputy
Value Added Commissioner
Tax Act 2005 CSD form short 2 2 2010-11 Deputy
Commissioner
Rejection of claim on credit notes 35 35 2006-07 High Court
for discount 47 47 2007-08
17 17 2008-09
Tamil Nadu Check post penalty 23 8 1994-95 High Court
General Sales 10 3 1995-96
Tax Act 1959 28 11 1997-98
Penal interest on late payment 3 - 2002-03 High Court
of Entry tax
Entry Tax 1 - 2001-02 Tribunal
Truck Detention 8 - 2018-19 STO
Tamil Nadu Rejection of Stock Trf. & C-form short 5 39 2008-09 CTO
Value Added Payment Challan not considered # # 2009-10 CTO
Tax Act 2006 Demand on imported goods taxed at Higher rate 15 4 2002-03 JC Appeal
Demand on imported goods taxed at Higher rate 20 5 2003-04 JC Appeal
Penalty at Roadside 8 8 2010-11 Joint Commissioner
Check post penalty 8 - 2014-15 Joint Commissioner
Check post penalty 17 - 2015-16 Deputy State Tax Officer
The Jharkhand Penalty at Check Post 6 6 2011-12 Commissioner of
Value Added sales tax
Tax Act 2003 Non submission of forms # - 2004-05 STO
Interest & penalty 1 - 2005-06 STO
Non submission of forms 1 - 2006-07 STO
UP Entry Tax Entry Tax 213 180 2008-09 High Court
Act 2007 Entry Tax & interest 54 47 2009-10 Tribunal
UP Goods Truck Detention 5 (#) 2019 -20 Assistant
and Service Commissioner
Tax Act (State)
UP Value C Form Short # - 2014-15 Additional
Added Tax Commissioner
Act 2008 Penalty at Check Post 9 9 2014-15 Additional
Commissioner
Turnover enhanced 22 22 2014-15 Additional
Commissioner
Turnover enhanced # 11 2008-09 Assessing Authority
Penalty at Check Post 1 1 2007-08 Assistant
Commissioner
# - 2009-10 CTO
Turnover increment as per the departmental stock inspection 71 71 2011-12 Allahabad High Court
Penalty at Check Post # # 2010-11 Joint Commissioner
2 - 2013-14 Joint Commissioner
Enhancement of turnover 3 3 2007-08 Tribunal
Penalty at Check Post 6 6 2008-09 Tribunal
4 4 2009-10 Tribunal
F-Form short & sales turnover increased 3 8 2011-12 Tribunal
Uttarakhand Tax on gas sales 1 1 2008-09 STO
Value Added 1 1 2009-10
Tax Act 2005 2 2 2010-11
West Bengal SRN reversal rejected 116 18 2012-13 STO
Value Added Tax Act 2005 Export disallowed Mismatch with customer 26 4 2013-14
Wrong computation 1 # 2013-14

# Amount less than round off norm. viii.According to the information and explanationsgiven to us there are no transactions which are not accounted in the books of accountwhich have been surrendered or disclosed as income during the year in Tax Assessment ofthe Company. Also there are no previously unrecorded income which has been now recordedin the books of account. Hence the provision stated in paragraph 3(viii) of the Order isnot applicable to the Company. ix.

(a) The Company does not have any loans or borrowings and repayment to lenders duringthe year.

Accordingly the provision stated in paragraph 3(ix) (a) to (f) of the Order is notapplicable to the Company.

x. (a) The Company did not raise any money by way of initial public offer or furtherpublic offer (including debt instruments) during the year. Accordingly the provisionsstated in paragraph 3 (x)(a) of the Order are not applicable to the Company.

(b) According to the information and explanations given to us and based on ourexamination of the records of the Company the Company has not made any preferentialallotment or private placement of shares or fully partly or optionally convertibledebentures during the year. Accordingly the provisions stated in paragraph 3 (x)(b) ofthe Order are not applicable to the Company. xi.

(a) During the course of our audit examination of the books and records of theCompany carried out in accordance with the generally accepted auditing practices inIndia and according to the information and explanations given to us we have neither comeacross any instance of material fraud by the Company or on the Company.

(b) We have not come across of any instance of material fraud by the Company or on theCompany during the course of audit of the standalone financial statement for the yearended March 31 2022 accordingly the provisions stated in paragraph (xi)(b) of the Orderis not applicable to the Company. (c) We have taken into consideration the whistle blowercomplaints received by the Company during the year while determining the nature timingand extent of audit procedures. xii. In our opinion and according to the information andexplanations given to us the Company is not a Nidhi Company. Accordingly the provisionsstated in paragraph 3(xii) (a) to (c) of the Order are not 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 standalone financial statements as required by theapplicable accounting 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 internal audit reports issued by internal auditors during ouraudit. xv. According to the information and explanations given to us in our opinionduring the year the Company has not entered into non-cash transactions with directors orpersons connected with its directors and hence provisions of section 192 of the Act arenot applicable to Company. Accordingly the provisions stated in paragraph 3(xv) of theOrder are not applicable to the Company. xvi.

(a) In our opinion the Company is not required to be registered under section 45 IA ofthe Reserve Bank of India Act 1934 and accordingly the provisions stated in paragraphclause 3 (xvi)(a) of the Order are not applicable to the Company.

(b) In our opinion the Company has not conducted any Non-Banking Financial or HousingFinance activities without any valid Certificate of Registration from Reserve Bank ofIndia. Hence the reporting under paragraph clause 3 (xvi)(b) of the Order are notapplicable to the Company (c)The Company is not a Core Investment Company (CIC) as definedin the regulations made by Reserve Bank of India. Hence the reporting under paragraphclause 3 (xvi)(c) of the Order are not applicable to the Company.

(d) The Company does not have any CIC as a part of its group. Hence the provisionsstated in paragraph clause 3 (xvi)(d) of the Order are not applicable to the Company.

xvii.Based on the overall review of standalone financial statements the Company hasnot incurred cash losses in the current financial year and in the immediately precedingfinancial year. Hence the provisions stated in paragraph clause 3 (xvii) of the Order arenot applicable to the Company. xviii.There has been no resignation of the statutoryauditors during the year. Hence the provisions stated in paragraph clause 3 (xviii) ofthe Order are not applicable to the Company. xix.According to the information andexplanations given to us and on the basis of the financial ratios (Also refer Note 45 tothe standalone financial statements) ageing and expected dates of realization offinancial assets and payment of financial liabilities other information accompanying thestandalone financial statements our knowledge of the Board of Directors and managementplans and based on our examination of the evidence supporting the assumptions nothing hascome to our attention which causes us to believe that any material uncertainty exists ason the date of the audit report that Company is not capable of meeting its liabilitiesexisting at the date of balance sheet as and when they fall due within a period of oneyear from the balance sheet date. We however state that this is not an assurance as tothe future viability of the Company.

We further state that our reporting is based on the facts up to the date of the auditreport and we neither give any guarantee nor any assurance that all liabilities fallingdue within a period of one year from the balance sheet date will get discharged by theCompany as and when they fall due. xx. According to the information and explanations givento us the provisions of section 135 of the Act are applicable to the Company. The Companyhas made the required contributions during the year and there are no unspent amounts whichare required to be transferred to the special account as on the date of our audit report.Accordingly the provisions of paragraph (xx)(a) to (b) of the Order are not applicable tothe Company. xxi.The reporting under clause 3(xxi) of the Order is not applicable inrespect of audit of standalone financial statements. Accordingly no comment in respect ofthe said clause has been included in the report.

For M S K A & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Manish P Bathija
Partner
Membership No. 216706
UDIN: 22216706AJNYHU8666
Place: Gurugram
Date : May 25 2022

ANNEXURE C TO THE INDEPENDENT AUDITOR'S REPORT OF EVEN DATE ON THE STANDALONE FINANCIALSTATEMENTS OF WHIRLPOOL OF INDIA LIMITED

[Referred to in paragraph 2(f) under ‘Report on Other Legal and RegulatoryRequirements' in the Independent Auditors' Report of even date to Member of Whirlpool ofIndia Limited on the Standalone Financial Statements for the year ended March 31 2022]

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section143 of the Companies Act 2013 (“the Act”)

We have audited the internal financial controls with reference to standalone financialstatements of Whirlpool of India Limited (“the Company”) as of March 31 2022 inconjunction with our audit of the standalone financial statements of the Company for theyear ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's Management is responsible for establishing and maintaining internalfinancial controls based on the internal control with reference to standalone financialstatements criteria established by the Company considering the essential components ofinternal control stated in the Guidance Note on Audit of Internal Financial Controls OverFinancial Reporting issued by the Institute of Chartered Accountants of India (ICAI) (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 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

Our responsibility is to express an opinion on the Company's internal financialcontrols with reference to standalone financial statements based on our audit. Weconducted our audit in accordance with the Guidance Note and the Standards on Auditingissued by ICAI and deemed to be prescribed under section 143(10) of the Act to the extentapplicable to an audit of internal financial controls. Those Standards and the GuidanceNote require that we comply with ethical requirements and plan and perform the audit toobtain reasonable assurance about whether internal financial controls with reference tostandalone financial statements was established and maintained and if such controlsoperated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the internalfinancial controls with reference to standalone financial statements and their operatingeffectiveness. Our audit of internal financial controls with reference to standalonefinancial statements included obtaining an understanding of internal financial controlswith reference to standalone financial statements assessing the risk that a materialweakness exists and testing and evaluating the design and operating effectiveness ofinternal control based on the assessed risk. The procedures selected depend on theauditor's judgement including the assessment of the risks of material misstatement of thestandalone 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 withreference to standalone financial statements.

Meaning of Internal Financial Controls with Reference to Standalone FinancialStatements

A Company's internal financial control with reference to standalone financialstatements is a process designed to provide reasonable assurance regarding the reliabilityof financial reporting and the preparation of standalone financial statements for externalpurposes in accordance with generally accepted accounting principles. A Company's internalfinancial control with reference to standalone financial statements includes thosepolicies and procedures that (1) pertain to the maintenance of records that in reasonabledetail accurately and fairly reflect the transactions and dispositions of the assets ofthe company; (2) provide reasonable assurance that transactions are recorded as necessaryto permit preparation of standalone financial statements in accordance with generallyaccepted accounting principles and that receipts and expenditures of the company arebeing made only in accordance with authorizations of management and directors of thecompany; and (3) provide reasonable assurance regarding prevention or timely detection ofunauthorized acquisition use or disposition of the company's assets that could have amaterial effect on the standalone financial statements.

Inherent Limitations of Internal Financial Controls with Reference to StandaloneFinancial Statements

Because of the inherent limitations of internal financial controls with reference tostandalone financial statements including the possibility of collusion or impropermanagement override of controls material misstatements due to error or fraud may occurand not be detected. Also projections of any evaluation of the internal financialcontrols with reference to standalone financial statements to future periods are subjectto the risk that the internal financial control with reference to standalone1 financialstatements may become inadequate because of changes in conditions or that the degree ofcompliance with the policies or procedures may deteriorate.

Opinion

In our opinion the Company has in all material respects internal financial controlswith reference to standalone financial statements and such internal financial controlswith reference to standalone financial statements were operating effectively as at March31 2022 based on the internal control with reference to standalone financial statementscriteria established by the Company considering the essential components of internalcontrol stated in the Guidance Note.

For M S K A & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Manish P Bathija
Partner
Membership No. 216706
UDIN: 22216706AJNYHU8666
Place: Gurugram
Date : May 25 2022

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