Bank of Baroda
Report on the Audit of the Standalone Financial Statements
Opinion
1. We have audited the accompanying Standalone Financial Statements of Bank of Baroda (the “Bank"), which comprise the Balance Sheet as at March 31,2026, the Profit and Loss Account, Statement of Cash Flow for the year then ended, and Notes to the Standalone Financial Statements including Significant Accounting Policies and other explanatory information, in which are included the returns for the year ended on that date of the Head office (including various Verticals and Corporate Centre located in Mumbai), 25 Zonal offices, 20 branches and 1 Specialized Integrated Treasury Branch audited by us, 3560 domestic branches audited by the respective Statutory Branch Auditors and 26 foreign branches audited by the respective Local Auditors. The branches audited by us and those audited by other auditors have been selected by the Bank in accordance with the guidelines issued to the Bank by the Reserve Bank of India (“RBI”).
Also incorporated in the Balance Sheet, the Profit and Loss Account and Statement of Cash Flow are the returns from 5066 domestic branches and 1 foreign branch which have not been subjected to audit. These unaudited branches and other offices account for 13.75% of advances, 27.95% of deposits, 16.88% of interest income, 27.23% of interest expense.
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 Banking Regulation Act 1949 (the “Act”), in the manner so required for the Bank and are in conformity with the accounting principles generally accepted in India and:
a) the Balance Sheet, read with the notes thereon is a full and fair Balance Sheet containing all the necessary
particulars, is properly drawn up so as to exhibit a true and fair view of the state of affairs of the Bank as at March 31,2026;
b) the Profit and Loss Account, read with the notes thereon shows a true balance of profit for the year ended on that date; and
c) the Cash Flow statement gives a true and fair view of the cash flows for the year ended on that date.
Basis for Opinion
2. We conducted our audit in accordance with the Standards on Auditing (“SAs”) issued by the Institute of Chartered Accountants of India (“the ICAI”). Our responsibilities under those standards are further described in the Auditors' Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Bank 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, prepared in accordance with the accounting principles generally accepted in India, including the applicable Accounting Standards issued by the ICAI, and provisions of section 29 of Banking Regulation Act, 1949 and circulars and guidelines issued by the Reserve Bank of India (RBI) from time to time and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key Audit Matters
3. Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements for the year ended March 31, 2026. 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 Key Audit Matters to be communicated in our report:
(i) Classification of Advances, Income Recognition, Identification of and provisioning for non-performing Advances (Refer Schedule 9 read with Note 4 of Schedule 17 to the financial statements)
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The Key Audit Matter
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How the matter was addressed in our audit
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The net advances of the Bank constitute 70.13 percent of the total assets, which is a significant part of the financial statements. They are, inter-alia, governed by income recognition, asset classification and provisioning (IRACP) norms and other circulars and directives issued by the RBI from time to time which provides guidelines related to classification of Advances into performing and non-performing (NPAs) except in case of foreign offices in which case the classification of advances and provisioning thereof is made as per local regulations of the foreign jurisdiction or RBI guidelines, whichever is more stringent. The Bank classifies these Advances based on IRACP norms as per its accounting policy consistently followed.
Identification of performing and non-performing Advances involves establishment of appropriate control mechanisms. The Bank accounts for all the transactions related to advances in its Information Technology System (IT System) viz. Core Banking Solution (CBS) and other allied IT systems. The Bank identified performing and non-performing advances through these IT systems.
Besides following the prudential norms on Income Recognition, Asset Classification and Provisioning relating to Advances issued by RBI, the Bank also has certain prudential policies for provisioning on non- performing assets more specifically described in Schedule 17: Significant Accounting Policies.
Additionally, the Bank makes provisions on exposures that are not classified as NPA, including advances to certain sectors and identified advances or group advances.
The carrying value of these advances (net of provisions) may be materially misstated if, either individually or in aggregate, the IRACP norms are not properly followed.
Considering the nature of the Bank's lending transactions, regulatory requirements, existing business environment, estimation/ judgement involved in valuation of securities and assessment of required provisions, this is a matter of high importance for the intended users of the Standalone Financial Statements.
Further due to reliance placed on data submitted by the borrowers and lead banks for Drawing Power calculations, third parties for security valuation, computation of provisions as per various guidelines issued by the RBI, computation of diminution in value for restructured advances and recognition of interest income including in non-performing advances, we have determined the above aspect as a Key Audit Matter.
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We assessed the Bank's system in place to identify, classify and provide for non-performing advances. Our audit approach consisted of testing of the design and operating effectiveness of the internal controls and substantive testing including the following:
a) We obtained an understanding from the Bank about the controls built in the system, checks and balances incorporated with respect to adherence to the RBI guidelines and related Bank's Policies for identification, classification of non-performing asset and provisioning thereon in order to determine the nature, timing and extent of the substantive procedures and accordingly planned our audit procedures.
b) We reviewed the accuracy of the data input in the system for income recognition, classification into performing and non-performing Advances and provisioning in accordance with the IRACP norms in respect of the top 20 branches audited by us. In carrying out substantive procedures at these branches, we examined large advances / stressed advances while other advances were examined on a sample basis including review of valuation reports of independent valuers as provided by the Bank's management.
c) We assessed the existence and effectiveness of the Bank's internal monitoring mechanisms such as Internal Audit, Systems Audit, Credit Audit and Concurrent Audit as per the policies and procedures of the Bank and placed reliance thereon to the extent considered necessary.
d) As permitted by the SAs, we relied on the work done by the branch auditors for other domestic and foreign branches selected for audit by the Bank. We also relied on the returns received from the branches not subjected to audit and in that regard reviewed the internal monitoring mechanisms/systems of the Bank to satisfy the correctness of the sample data made available to us and ensured exceptions/deviations/errors noticed during our audit procedures were adequately considered by the Bank.
e) On a sample basis, we verified the system-based identification and provisioning of non-performing assets and corresponding reversal of income, in accordance with RBI Guidelines issued from time to time.
f) Evaluated and tested the management estimates and judgements for the purpose of identification of NPA and adequacy of provisions required as per RBI's Prudential norms.
g) Evaluated the effectiveness of automated IT based system of asset classification implemented by the Bank in accordance with the directives of RBI.
h) We ensured that exceptions noticed during our audit procedures, wherever significant, were duly corrected.
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(ii) Information Technology (IT) architecture and system controls impacting financial Reporting:
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The Key Audit Matter
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How the matter was addressed in our audit
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The Bank's financial accounting and reporting systems given its complexity are highly dependent on the Bank's IT systems.
The Bank's IT architecture supports the Bank's day-to-day business operations. Given the size of the Bank, enormous volume of transactions are being processed and recorded through multiple applications.
The reliability and security of IT systems plays a very important role in the operations of the Bank. Hence controls in the system architecture are required to ensure that the applications process the data as expected and that changes are made in an appropriate manner.
Given the complexity of the IT architecture, high level automation, simultaneous and significant use of IT systems, there is an inherent risk that automated accounting procedures, processes and related internal controls may not be accurately designed to ensure its operative effectiveness and its impact on the financial reporting.
Hence we have determined IT system controls as a Key Audit Matter.
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We obtained an understanding of IT systems used by the Bank and the applications implemented. For this purpose, we had discussions with the process owners on the defined policy/process/procedures of the Bank's IT control environment that is relevant to the audit and reviewed the processes followed with regard to the major applications to understand the financial risks posed by people-process and technology.
Our audit procedures to obtain audit evidence included (on a test check basis):
a) verifying, testing and reviewing the operating effectiveness of the IT system on the basis of reports, generated from the system;
b) review of the operating effectiveness of the Bank's IT controls including application, access controls that are critical to financial reporting;
c) verifying the results obtained from the systems with the other information sources; and
d) testing of logic used for extracting the data.
In respect of IT General Controls (ITGC), we interacted with and reviewed the reports issued by the Bank's independent external consultant to confirm the adequacy of design and operating effectiveness of internal ITGC controls over financial reporting
We also placed reliance on the work performed by the statutory branch auditors, external vendor inspection reports, specialised audits undertaken by independent experts on the Bank's IT systems
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(iii) Classification and Valuation of Investments, Identification of and provisioning for Non-Performing Investments (Schedule 8 read with Note 3 of Schedule 17 to the financial Statements)
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The Key Audit Matter
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How the matter was addressed in our audit
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Investments include investments made by the Bank in various Government Securities, Bonds, Debentures, Shares, Security receipts and other approved securities.
Investments constitute 19.23 per cent of the Bank's total assets. These are governed by the circulars and directives of the RBI. These directions of RBI, inter-alia, cover valuation of investments, classification of investments, identification of nonperforming investments, the corresponding non-recognition of income and provision there against.
The valuation of unquoted investments and thinly traded investments is an area of inherent risk because of market volatility, unavailability of reliable prices and macroeconomic uncertainty.
Valuation of investments, classification, identification of nonperforming investments and provisioning related to investments are critical functions affecting the financial statements.
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Our audit approach towards Investments with reference to the RBI Circulars/directives included the understanding of internal controls and substantive audit procedures in relation to valuation, classification, identification of non-performing investments (NPIs), provisioning/depreciation related to Investments.
Our audit procedures with respect to audit of Treasury function included:-
a) We evaluated and understood the Bank's internal control system to comply with relevant RBI guidelines regarding classification of investments, valuation thereof, identification and classification of NPIs, provisioning / depreciation related to investments etc.
b) For selected samples of investments in hand, we tested accuracy and compliance with the RBI Master Circulars and directions by re-performing valuations for each category of investments in accordance with the accounting policies of the Bank. Samples were selected after ensuring that all the categories of investments (based on nature of security) were covered in the sample.
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The Key Audit Matter
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How the matter was addressed in our audit
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The valuation of each category (type) of the aforesaid securities is to be done as per the method prescribed in circulars and directives issued by the RBI which involves collection of data/information from various sources such as FIBIL rates, rates quoted on BSE/NSE, financial statements of unlisted companies etc.
Considering the complexities and extent of judgment involved in the valuation, volume of transactions, investments on hand and degree of regulatory focus, we have determined the above aspect as a Key Audit Matter.
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c) For selected samples, we independently test-checked valuation of unquoted investments, based on the latest available financial statements of the investee entity or on the basis of other prescribed procedures in terms of the RBI guidelines.
d) We assessed and evaluated the process of identification of NPIs and corresponding reversal of income and creation of provisions. We also carried out substantive audit procedures to re-compute independently the provision required to be maintained and depreciation to be provided in accordance with the RBI circulars and directives
e) We tested the mapping of investments between the Investment accounting software and the GL accounting software to ensure compliance with the presentation and disclosure requirements as per the aforesaid RBI Circulars / directions.
We assessed the existence and effectiveness of the Bank's internal monitoring mechanisms such as Internal Audit, Systems Audit and Concurrent Audit related to Treasury and Investments and placed reliance thereon to the extent considered necessary.
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(iv) Assessment of Provisions and Contingent liabilities including in respect of certain litigations, various claims filed by other parties not acknowledged as debt (Schedule 12 read with Note 15 of Schedule 17 to the financial statements):
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The Key Audit Matter
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How the matter was addressed in our audit
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The Bank has disputed claims against it including matters pending at various levels in tax and non tax matters which are pending at various courts/forums and are at various stages in the judicial process. The management has exercised significant judgement in assessing the possible outcome of these matters and resultant outflow of resources in such matters, if any.
There is high level of judgement required in estimating the level of provisioning wherever a liability seems probable. The Bank's assessment is supported by the facts of each matter, its own judgment, past experience, and advice from legal and independent tax consultants wherever considered necessary. Accordingly, unexpected adverse outcomes may significantly impact the Bank's reported profit and state of affairs presented in the Balance Sheet.
We determined the above aspect as a Key Audit Matter in view of associated uncertainty relating to the outcome of these matters which requires application of judgment in interpretation of law. Accordingly, our audit was focused on analysing the facts of the matters under consideration and judgments / interpretation of law involved.
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a) We have evaluated the appropriateness of the design and tested the operating effectiveness of the management's controls over the tax litigation matters.
b) We reviewed the management's underlying assumptions in estimating the possible outflow and the possible outcome of the disputes. The legal precedence and other rulings were considered in evaluating management's position on these uncertain tax /non tax positions.
c) Further we have relied upon the management judgements, industry level deliberations and estimates for possible outflow and opinion of internal / external experts of the Bank in relations to such disputed tax positions.
d) Reviewed and verified other legal pronouncements wherever available in similar matters in the case of the Bank/other corporate.
e) Read and analysed select key correspondences, internal/ external legal opinions / consultations by management for key disputed non tax matters.
f) Discussed with appropriate senior management and evaluated management's underlying key assumptions in estimating the provisions.
g) Assessed management's estimate of the possible outcome of the disputed non tax cases and relied on the management judgments in such cases.
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The Key Audit Matter
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How the matter was addressed in our audit
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Reliance on the work performed by the statutory branch auditors and the rectification entries passed based on branch audits/additional information to the extent available at Head office.
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4. Other Matters
In connection with our audit of the Standalone Financial Statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of this auditors' report, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
When we read the Directors' Report, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.
Responsibilities of Management and Those Charged with
Governance for the Standalone Financial Statements
6. The Bank's Board of Directors is responsible with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance and cash flows of the Bank in accordance with the accounting principles generally accepted in India including the applicable Accounting Standards issued by ICAI to the extent applicable and provisions of Section 29 of the Banking Regulation Act, 1949 and the circulars and guidelines issued by RBI from time to time. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Bank and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimate 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 true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Management is responsible for assessing the Bank'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 management either intends to liquidate the Bank or to cease operations, or has no realistic alternative but to do so. The Board of Directors are also responsible for overseeing the Bank's financial reporting process.
a) We did not audit the financial Statements/financial information of 3560 domestic branches (including offices) and 26 foreign branches included in the standalone financial statements of the Bank whose financial statements / financial information reflects total Assets of ' 9,13,325 Crores as at March 31, 2026 and total revenue of ' 59,734 Crores for the year ended on that date, as considered in the standalone financial statements. These branches cover 53.95% of total advances, 69.64 % of total deposits, 56.51% of Non-performing assets as at March 31, 2026 and 53.31 % of revenue, 54.73 % of interest income, 70.52% of Interest expense for the year ended March 31, 2026. The financial statements/information of these branches have been audited by the Bank's Statutory Branch Auditors whose reports have been furnished to us, and our opinion in so far as it relates to the amounts and disclosures included in respect of these branches, is based solely on the report of such branch auditors.
b) The Standalone Financial Statements of the Bank for the year ended on March 31,2025, were audited by V Sankar Aiyar & Co, Chartered Accountants, Shah Gupta & Co , Chartered Accountant and Batliboi & Purohit, Chartered Accountants, the joint statutory auditors of the Bank whose report dated May 06, 2025 expressed an unmodified opinion on those statements. Accordingly, Ravi Rajan & Co. LLP Chartered Accountants and Gokhale & Sathe Chartered Accountants do not express any opinion on the figures reported in the Statement for the year ended March 31,2025.
Our opinion is not modified in respect of above matters.
Information Other than the Standalone Financial
Statements and Auditors’ Report thereon
5. The Bank's Board of Directors is responsible for the preparation of the other information. The other information comprises the Corporate Governance report (but does not include the Standalone Financial Statements and our auditors' report thereon) which we obtained at the time of issue of this auditors' report. The Directors' Report is expected to be made available to us after the date of this report.
Our opinion on the financial statements does not cover the other information and Pillar 3 disclosure under the Basel III Disclosure and we do not and will not express any form of assurance conclusion thereon.
Auditors’ Responsibilities for the Audit of the Standalone
Financial Statements
7. 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 scepticism throughout the audit. We also:
• 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.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
• Conclude on the appropriateness of management'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 Bank's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's 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 Bank to cease to continue as a going concern.
• Evaluate 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 period and are therefore the key audit matters. We describe these matters in our auditor's 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
8. The Balance Sheet and the Profit and Loss account have been drawn up in accordance with the provisions of Section 29 of the Banking Regulation Act, 1949.
9. Subject to the limitations of the audit indicated in paragraph 4, 6 and 7 above and as required by the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970/1980, and based on our audit and on the consideration of the report of the other auditors on separate financial statements and subject also to the limitations of disclosure required therein, we report that:
a) We have obtained all the information and explanations which to the best of our knowledge and belief, were necessary for the purposes of our audit and have found them to be satisfactory;
b) The transactions of the Bank, which have come to our notice, have been within the powers of the Bank and
c) The returns received from the offices and branches of the Bank have been found adequate for the purposes of our audit.
10. As required by letter no. DOS.ARG. No.6270
/08.91.001/2019-20 dated March 17,2020 on
“Appointment of Statutory Central Auditors (SCAs) in Public Sector Banks-Reporting obligations for SCAs from FY 2019-20”, read with subsequent communication dated May 19, 2020 issued by RBI, we further report on
the matters specified in paragraph 2 of the aforesaid letter as under:
a) In our opinion, the aforesaid Standalone Financial Statements comply with the applicable accounting standards issued by ICAI, to the extent they are not inconsistent with the accounting policies prescribed by RBI;
b) There are no observations or comments on financial transactions or matters which have any adverse effect on the functioning of the bank.
c) On the basis of the written representations received from the directors as on March 31, 2026, none of the director is disqualified as on March 31,2026 from being appointed as a director in terms of Section 164 (2) of the Companies Act, 2013.
d) There are no qualifications, reservation or adverse remarks relating to the maintenance of accounts and other matters connected therewith.
e) Our Audit report on the adequacy and operating effectiveness of the Bank's internal financial controls over financial reporting with reference to standalone financial statements is given in Annexure ‘A' to this report. Our report expresses an unmodified opinion on the Banks's
operating effectiveness of internal financial controls over financial reporting with reference to standalone financial statements as at March 31,2026.
11. We further report that:
a) In our opinion, proper books of account as required by law have been kept by the Bank so far as it appears from our examination of those books and proper returns adequate for the purposes of our audit have been received from branches not visited by us;
b) The Balance Sheet, the Profit and Loss account and the Statement of Cash flow dealt with by this report are in agreement with the books of account and with the returns received from the branches not visited by us;
c) The reports on the accounts of the branch offices audited by branch auditors of the Bank as per the provisions of section 29 of the Banking Regulation Act, 1949 have been sent to us and have been properly dealt with by us in preparing this report; and
d) in our opinion, the Balance Sheet, the Profit and Loss Account and the Cash Flow Statement comply with the applicable accounting standards, to the extent they are not inconsistent with the accounting policies prescribed by RBI.
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