1. We have audited the accompanying Standalone Financial
Statements of 3i Infotech Limited (“the Company”), which
comprise the Standalone Balance Sheet as at 31st March,
2026, the Standalone Statement of Profit and Loss (including
Other Comprehensive Income), the Standalone Statement
of Changes in Equity and the Standalone Statement of Cash
Flows for the year then ended, and notes to the Standalone
Financial Statements, including a summary of material
accounting policies and other explanatory notes for the
year ended on that date (hereinafter referred to as “the
Standalone Financial Statements”)
In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
Standalone Financial Statements give the information
required by the Companies Act, 2013, as amended (“the
Act”) in the manner so required and give a true and fair view
in conformity with the Indian Accounting Standards notified
under section 133 of the Act read with the Companies (Indian
Accounting Standards) Rules, 2015, as amended, (“Ind AS”)
and other accounting principles generally accepted in India,
of the State of Affairs of the Company as at 31st March, 2026,
its Profit and the Other Comprehensive Income, Changes in
Equity and its Cash Flows for the year ended on that date.
BASIS FOR OPINION
2. We conducted our audit of the Standalone Financial
Statements in accordance with the Standards on Auditing
(SA’s) specified under section 143(10) of the Act. Our
responsibilities under those SAs are further described in
the 'Auditor’s Responsibilities for the Audit of the Standalone
Financial Statements’ section of our report. We are
independent of the Company in accordance with the Code
of Ethics issued by the Institute of Chartered Accountants
of India (“ICAI”) together with the ethical requirements
that are relevant to our audit of the Standalone Financial
Statements under the provisions of the Act and the Rules
made thereunder, and we have fulfilled our other ethical
responsibilities in accordance with these requirements and
the ICAI’s Code of Ethics. We believe that the audit evidence
we have obtained is sufficient and appropriate to provide
a basis for our audit opinion on the Standalone Financial
Statements.
EMPHASIS OF MATTER - LEGACY MATTERS
3. We draw attention to Note 18 to the Standalone Financial
Statement regarding legacy related assets and liabilities
which are all long outstanding matters. The Board
constituted the High-Powered Committee to examine
both the forensic audit report and the legal opinion.
Basis recommendation of the High-Powered Committee,
the Company has filed a complaint with the Additional
Commissioner of Police, Economic Offence Wing, Navi
Mumbai Police Commissionerate, which is presently
under investigation. As represented by the Company’s
management, there is no further adverse financial impact
on the Statement. Our opinion on the Standalone Financial
Statements is not modified in respect of this matter.
KEY AUDIT MATTERS
4. Key Audit Matters ('KAM’) are those matters that, in our
professional judgement, were of most significance in our
audit of the Standalone Financial Statements of the current
audit period. These matters were addressed in the context
of our audit of the Standalone Financial Statements as a
whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters. We have
determined the matters described below to be the KAM to
be communicated in our report.
We have fulfilled the responsibilities described in the
'Auditors’ Responsibilities for the Audit of the Standalone
Financial Statements’ section of our report, including in
relation to these matters. Accordingly, our audit included
the performance of procedures designed to respond to
our assessment of the risks of material misstatement of
the Standalone Financial Statements. The results of our
audit procedures, including the procedures performed
to address the matters below, provide the basis for our
audit opinion on the accompanying Standalone Financial
Statements.
|
Key Audit Matter
|
How KAM was addressed in our audit
|
|
Revenue Recognition
|
|
The Company’s contracts with customers include contracts with
|
Our audit procedures on revenue recognised from contracts
|
|
multiple products and services. The Company derives revenues
|
included:
|
|
from IT services comprising software development and related
services, maintenance, consulting and package implementation,
licensing of software products and platforms and business process
|
Ý Obtaining understanding of the systems and processes
implemented by the Company and testing the effectiveness
of controls relating to recording and computing revenue
|
|
management services.
|
and associated contract assets, unearned and deferred
|
|
The Company assesses the services promised in a contract
|
revenue balances.
|
|
and identifies distinct performance obligations in the contract.
Identification of distinct performance obligations to determine the
deliverables and the ability of the customer to benefit independently
from such deliverables involves significant judgement.
|
Ý Ovaluated management’s ability to reasonably estimate the
progress towards satisfying the performance obligation
by comparing actual efforts or costs incurred to prior year
estimates of efforts or costs budgeted for performance
|
|
In certain integrated services arrangements, contracts with
|
obligations that have been fulfilled.
|
|
customers include subcontractor services or third-party vendor
equipment or software. In these types of arrangements, revenue
from sales of third-party vendor products or services is recorded
net of costs when the Company is acting as an agent between the
customer and the vendor, and on gross basis when the Company
is the principal for the transaction. In doing so, the Company first
evaluates whether it controls the products or service before it is
|
Ý Oelection of random samples of continuing and new
contracts, and evaluated the identification of the distinct
performance obligations and determination of transaction
price. We performed procedures involving enquiry and
observation, verification of evidence in respect of operation
of these controls.
|
|
transferred to the customer. The Company considers whether it
|
Ý Ossessed the IT environment in which the business
|
|
has the primary obligation to fulfil the contract, inventory risk, pricing
|
systems operate and related information used in recording
|
|
discretion and other factors to determine whether it controls the
|
and disclosing revenue in accordance with the said
|
|
products or service and therefore, is acting as a principal or an agent.
|
Ind AS. Efforts or costs expended have been used to
|
|
Revenue from fixed price contracts, where the performance
obligations are satisfied over time, has been recognized using the
percentage of completion method and computed as per the input
method based on the Company’s estimate of contract costs.
|
measure progress towards completion as there is a direct
relationship between input and productivity. The estimation
of total efforts or costs involves significant judgement and
is assessed throughout the period of the contract to reflect
any changes based on the latest available information.
|
|
Efforts or costs expended have been used to measure progress
towards completion as there is a direct relationship between input
and productivity.
|
Ý 1 nspected underlying documents and performed analytics
to determine reasonableness of contract costs
|
|
The application of Ind AS 115 “Revenue from Contracts with
Customers” is complex and involves key judgements mainly
relating to (1) identification of distinct performance obligations (2)
determination of transaction price of the said identified performance
obligations (3) allocation of transaction price to the said performance
obligations (4) basis for recognition of revenue over a period.
|
|
|
Refer Note 19 to the Standalone Financial Statements.
|
|
|
Key Audit Matter
|
How KAM was addressed in our audit
|
|
Recognition and Measurement of Deferred Tax Asset
|
|
Please refer to Note 9 (a) of the Standalone Financial Statements.
The Company has recognised a net deferred tax asset of Rs. 15.40
Crores as of 31st March, 2026. The recognition of deferred tax
involves judgement regarding the likelihood of realisation of these
assets, particularly whether there will be sufficient taxable profits in
future periods that will support the recognition of these assets. Given
the degree of judgement involved in considering these deferred tax
assets as recoverable or otherwise, we consider this to be a Key
Audit Matter.
|
Our audit procedures involved gaining an understanding of the
applicable tax laws and relevant regulations applicable to the
Company.
Our audit procedures included:
• Evaluation of policies used for recognition and measurement
of deferred tax assets in accordance with IND AS 12 Income
Taxes.
• Assessment of the probability of the availability of profits
based on assumptions and other parameters used by the
Management against which the Company will be able to
use this deferred tax asset in the future, with reference to
forecast as noted by the Audit Committee of the Board of
Directors.
• Assessed the method for determining the Deferred Tax
Asset with reference to applicable tax rates and tested the
arithmetical accuracy.
|
INFORMATION OTHER THAN THE STANDALONE FINANCIAL
STATEMENTS AND AUDITOR’S REPORT THEREON
5. The Company’s management and Board of Directors are
responsible for the other information. The other information
comprises the information included in the Management
Discussion and Analysis, Director’s Report including
annexures to Director’s Report, Corporate Governance
Report and Shareholder’s information, but does not include
the standalone financial statements, consolidated financial
statements and our auditors’ reports thereon. The above
stated reports are expected to be made available to us after
the date of this auditors’ report.
Our opinion on the Standalone Financial Statements does
not cover the other information and we do not express any
form of assurance conclusion thereon.
6. In connection with our audit of the Standalone Financial
Statements, our responsibility is to read the other information
identified above when it becomes available and, in doing
so, consider whether the other information is materially
inconsistent with the Standalone Financial Statements or
our knowledge obtained during the course of our audit
or otherwise appears to be materially misstated. If, based
on the work we have performed, we conclude that there
is a material misstatement of this other information, we are
required to report that fact.
When we read the other information, if we conclude that
there is a material misstatement therein, we are required to
communicate the matter to those charged with governance.
MANAGEMENT’S RESPONSIBILITIES FOR THE STANDALONE
FINANCIAL STATEMENTS
7. The Company’s management and Board of Directors are
responsible for the matters stated in section 134(5) of the
Act with respect to the preparation of these Standalone
Financial Statements, in terms of the requirements of the
Act, that give a true and fair view of the financial position,
financial performance, including other comprehensive
income, change in equity and cash flows of the Company
in accordance with the Ind AS and other accounting
principles generally accepted in India. This responsibility
also includes maintenance of adequate accounting
records in accordance with the provisions of the Act
for safeguarding of the assets of the Company and for
preventing and detecting frauds and other irregularities;
selection of the appropriate accounting software for
ensuring compliance with applicable laws and regulations
including those related to retention of audit logs; selection
and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent;
and design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the
Standalone Financial Statements that give a true and fair
view and are free from material misstatement, whether due
to fraud or error.
8. In preparing the Standalone Financial Statements, the
Management and the Board of Directors are responsible
for assessing the Company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting
unless the Board of Directors either intends to liquidate
the Company or to cease operations, or has no realistic
alternative but to do so.
The Board of Directors is also responsible for overseeing
the Company’s financial reporting process.
AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE
STANDALONE FINANCIAL STATEMENTS
9. Our objectives are to obtain reasonable assurance about
whether the Standalone Financial Statements as a whole
are free from material misstatement, whether due 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 audit conducted in accordance
with SAs will always detect a material misstatement when it
exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic
decisions of users taken on the basis of these Standalone
Financial Statements.
As part of an audit in accordance with SAs, we exercise
professional judgment and maintain professional skepticism
throughout the audit. We also:
Ý Identify and assess the risks of material misstatement
of the Standalone Financial Statements, whether due
to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence
that is sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for
one resulting from error, as fraud may involve collusion,
forgery, intentional omissions, misrepresentations, or
the override of internal control.
Ý Obtain an understanding of internal control relevant
to the audit in order to design audit procedures that
are appropriate in the circumstances. Under section
143(3)0) of the Companies Act, 2013, we are also
responsible for expressing our opinion on whether
the Company has adequate internal financial controls
with reference to financial statements in place and the
operating effectiveness of such controls.
Ý Ovaluate the appropriateness of accounting policies
used and the reasonableness of accounting estimates
and related disclosures made by the Management
and the Board of Directors.
Ý C onclude on the appropriateness of the
Management’s and the Board of Director’s use of
the going concern basis of accounting and, based
on the audit evidence obtained, whether a material
uncertainty exists related to events or conditions
that may cast significant doubt on the Company’s
ability to continue as a going concern. If we conclude
that a material uncertainty exists, we are required to
draw attention in our auditors’ report to the related
disclosures in the Standalone Financial Statements
or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit
evidence obtained up to the date of our auditor’s
report. However, future events or conditions may
cause the Company to cease to continue as a going
concern.
Ý E valuate the overall presentation, structure and
content of the Standalone Financial Statements,
including the disclosures, and whether the Standalone
Financial Statements represent the underlying
transactions and events in a manner that achieves fair
presentation.
Materiality is the magnitude of misstatements in the
Standalone Financial Statements that, individually or in
aggregate, makes it probable that the economic decisions
of a reasonably knowledgeable user of the Standalone
Financial Statements may be influenced. We consider
quantitative materiality and qualitative factors in (i) planning
the scope of our audit work and in evaluating the results
of our work; and (ii) to evaluate the effect of any identified
misstatements in the Standalone Financial Statements.
We communicate with those charged with governance
regarding, among other matters, the planned scope and
timing of the audit and significant audit findings, including
any significant deficiencies in internal control that we
identify during our audit.
We also provide those charged with governance
with a statement that we have complied with relevant
ethical requirements regarding independence, and
to communicate with them all relationships and other
matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.
From the matters communicated with those charged with
governance, we determine those matters that were of
most significance in the audit of the Standalone Financial
Statements of the current year and are therefore the key
audit matters. We describe these matters in our auditors’
report unless law or regulation precludes public disclosure
about the matter or when, in extremely rare circumstances,
we determine that a matter should not be communicated
in our report because the adverse consequences of doing
so would reasonably be expected to outweigh the public
interest benefits of such communication.
REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS
10. 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 of the Act,
we give in the “Annexure A” a statement on the matters
specified in paragraphs 3 and 4 of the Order, to the extent
applicable.
11. 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 best of our knowledge and
belief were necessary for the purposes of our audit;
b) I n our opinion, proper books of account as required
by law have been kept by the Company so far as it
appears from our examination of those books except
for the matters stated in paragraph 11(h)(vi) below on
reporting under Rule 11(g) of the Companies (Audit and
Auditors) Rules, 2014 (as amended);
c) The Standalone Balance Sheet, the Standalone
Statement of Profit and Loss (including Other
Comprehensive Income), the Standalone Statement
of Changes in Equity and the Standalone Statement
of Cash Flow Statement dealt with by this report are in
agreement with the books of account;
d) In our opinion, the aforesaid Standalone Financial
Statements comply with the Ind AS notified under
Section 133 of the Act read with relevant rules of the
Companies (Indian Accounting Standards) Rules, 2015
as amended;
e) On the basis of the written representations received
from the directors as on 31st March, 2026 taken on
record by the Board of Directors, none of the directors
are disqualified as on 31st March, 2026 from being
appointed 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 to Standalone Financial
Statements of the Company and the operating
effectiveness of such controls, refer to our separate
Report in “Annexure B” Our report expresses an
unmodified opinion on the existence of internal
financial control with reference to financial statements
and its operating effectiveness on the company.
g) In our opinion and to the best of our information
and according to the explanations given to us, the
company has not paid any remuneration to its
directors during the year, except for director sitting
fees. Accordingly, the provisions of section 197 of the
Act are not applicable.
h) With respect to the other matters to be included
in the Auditor’s Report in accordance with Rule 11
of the Companies (Audit and Auditors) Rules, 2014,
as amended, in our opinion and to the best of our
information and according to the explanations given
to us:
i. The Company has disclosed the impact of
pending litigations as at 31st March, 2026 on its
financial position in the Standalone Financial
Statement. (Refer note 31 to the Standalone
Financial Statements).
ii. As represented to us, The Company did not have
any long-term contracts including derivative
contracts for which there were any material
foreseeable losses. (Refer Note no. 31 to the
Standalone Financial Statements)
iii. There are no amounts, as on 31st March, 2026,
which is required to be transferred by the
Company to the Investors Education and
Protection Fund.
iv. a) The Management has represented
that, to the best of their knowledge and
belief, as disclosed in note no. 48 to the
Standalone Financial Statements, no funds
(which are material either individually or in
aggregate), other than in normal course of
business, have been advanced or loaned
or invested (either from borrowed funds
or share premium or any other sources
or kind of funds) by the Company to or in
any other person(s) or entity(ies), including
foreign entities (“Intermediaries”), with
the understanding, whether recorded in
writing or otherwise, that the Intermediary
shall, whether, directly or indirectly lend or
invest in other persons or entities identified
in any manner whatsoever by or on behalf
of the Company (“Ultimate Beneficiaries”)
or provide any guarantee, security or the
like on behalf of the Ultimate Beneficiaries;
b) The Management has represented,
that, to the best of their knowledge
and belief, as disclosed in note no. 48 to
the Standalone Financial Statements,
no funds (which are material either
individually or in aggregate), have
been received by the Company
from any person(s) or entity(ies),
including foreign entity (“Funding
Parties”), with the understanding,
whether recorded in writing or
otherwise, that the Company shall,
whether, directly or indirectly, lend
or invest in other persons or entities
identified in any manner whatsoever
by or on behalf of the Funding Party
(“Ultimate Beneficiaries”) or provide
any guarantee, security or the like on
behalf of the Ultimate Beneficiaries;
c) Based on such audit procedures, that
have been considered reasonable
and appropriate in the circumstances,
performed by us, nothing has come
to our notice that has caused us
to believe that the representations
under paragraph (a) and (b) contain
any material misstatement.
v. No dividend has been declared or paid during
the year by the Company.
vi. Based on our examination, which included test
checks, the Company has used an accounting
software for maintaining its books of account
for the year ended 31st March, 2026 which has
a feature of recording audit trail (edit log) facility.
Further, the audit trail facility was operational
throughout the year for all relevant transactions
recorded in the accounting software. The feature
of recording audit trail (edit log) facility for logging
direct data changes at database level was not
enabled in the accounting software used. Also,
as per information and explanation provided
to us, the company has used HRMS Software
and FAMS for payroll processing and recording
fixed assets register respectively which does
not have feature of recording audit trail (edit log)
facility. Further, during the course of our audit
we did not come across any instance of the
audit trail feature in accounting software being
tampered with. Additionally, the audit trail for the
accounting software has been preserved by the
Company since 1st July, 2023.
For C K S P AND CO LLP
Chartered Accountants
Firm Reg. No. 131228W/W100044
Dhananajay Jaiswal
Partner
Place: Navi Mumbai M. No. 187686
Date: 08th May, 2026 UDIN:- 26187686ARTYOV4884
|