We have audited the accompanying standalone financial statements of Dish TV India Limited ("the Company"), which comprise the
Balance Sheet as at 31 March 2025, the Statement of Profit and Loss (including Other Comprehensive Income), Statement of
Changes in Equity and Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including
a summary of material accounting policy information and other explanatory information.
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 ("the Act") in the manner so required and give a true and fair
view in conformity with the Indian Accounting Standards prescribed under Section 133 of the Act (Ind AS) and other accounting
principles generally accepted in India, of the state of affairs of the Company as at 31 March 2025, and its loss and total comprehensive
income, changes in equity and its cash flows for the year ended on that date.
Basis for Opinion
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under
Section 143(10) of the Act. Our responsibilities under those Standards 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 ("the 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 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 opinion on the standalone financial
statements.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone
financial statements of the current period. These matters were addressed in the context of our audit of the standalone 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.
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Key audit matter
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How our audit addressed the key audit matter
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Impairment assessment of Other Intangible assets and
Property, plant and equipment
As detailed in note 5, 7 and 38 of the standalone financial
statements, the Company has Trademark/Brand of ' Nil (net
of provision for impairment of ' 1,02,909 lacs), Customer and
distributor relationship of ' Nil (net of provision for
impairment of ' 49,785 lacs), Plant and equipment of ' Nil
(net of provision for impairment of ' 2,185 lacs) and Consumer
premises equipment of ' Nil (net of provision for impairment
of ' 614 lacs) arising out of business combinations in the
earlier years. Trademark/Brand and Customer and distributor
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Our audit procedures to address this key audit matter included,
but were not limited to the following:
a. We have obtained an understanding from the management
through detailed discussions with respect to its impairment
assessment process, assumptions used and estimates made
by management and tested the operating effectiveness of
the controls related to aforementioned impairment
assessment;
b. We obtained the impairment assessment carried out by the
management and reviewed the valuation report obtained by
management from an independent expert;
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Key audit matter
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How our audit addressed the key audit matter
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relationship collectively referred to as other intangible assets
and Plant and equipment and Consumer premises equipment
collectively referred to as Property, plant and equipment.
In terms with Indian Accounting Standard 36, Impairment of
Assets, the management has carried out an impairment
assessment of other intangible assets and Property, plant and
equipment, which requires significant estimations and
judgement with respect to inputs used and assumptions made
to prepare the forecasted financial information, used to
determine the fair value of such intangibles and property,
plant and equipment, using discounted cash flow model.
Key assumptions used in management's assessment of the
carrying amount of other intangible assets and property, plant
and equipment includes the expected growth rates, estimates
of future financial performance, market conditions, capital
expenditure and discount rates, among others. Consequent
to such impairment assessment, the Company is carrying an
impairment of ' 1,02,909 lacs, ' 49,785 lacs, ' 2,185 lacs and
' 614 lacs on the carrying value of trademark/brand, customer
and distributor relationship, plant and equipment and
consumer premises equipment respectively.
Considering the materiality of the amounts involved and
significant degree of judgement and subjectivity involved in
the estimates and assumptions used in determining the cash
flows used in the impairment evaluation, we have determined
impairment of such other intangible assets and property,
plant and equipment arising from the business combination
as a key audit matter.
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c. We assessed the professional competence, objectivity and
capabilities of the independent expert considered by the
management for performing the required valuations to
estimate the recoverable value of the other intangible assets
and property, plant and equipment;
d. We involved valuation experts to assess the appropriateness
of the valuation model used by the management and its
independent expert and reasonableness of assumptions
made by the management relating to discount rate, risk
premium, industry growth rate, etc.
e. We evaluated the inputs used by the management with
respect to revenue and cost growth trends, among others,
for reasonableness thereof; and
f. We evaluated the adequacy of disclosures made by the
Company in the standalone financial statements in view of
the requirements as specified in the Indian Accounting
Standards
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Impairment assessment of investment in and loan given to a wholly owned subsidiary
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As described in Note 9, 10, 38 and 40 to the standalone
financial statements, the Company has carrying value of
investment (including equity component of long-term loan and
guarantees) of ' 57,000 lacs (net of provision for impairment
of ' 4,58,869 lacs) and non-current loan of ' 1,26,152 lacs as
on 31 March 2025 to wholly owned subsidiary of the Company,
namely Dish Infra Services Private Limited. The subsidiary
has accumulated losses.
In view of the above, management's assessment of
impairment of investment and loan to such subsidiary
requires significant estimation and judgement with respect
to certain inputs used and assumptions made to prepare the
forecasted financial information of the subsidiary company,
which is used to fair value such amounts, using discounted
cash flow model.
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Our audit procedures to address this key audit matter included,
but were not limited to the following:
a. We have performed detailed discussions with the
management to understand the impairment assessment
process, assumptions used, and estimates made by
management and tested the operating effectiveness of the
controls implemented by management.
b. We obtained the impairment assessment carried out by the
management and reviewed the valuation report obtained by
management from an independent expert;
c. We assessed the professional competence, objectivity and
capabilities of the third-party expert considered by the
management for performing the required valuations to
estimate the recoverable value of Investment and loan given;
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Key audit matter
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How our audit addressed the key audit matter
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Key assumptions used in include expected growth rates,
estimates of future financial performance, market conditions,
capital expenditure and discount rates, among others, as
attributable to such subsidiary. Based on the management's
assessment, impairment loss of ' 19,775 lacs (previous year
' 76,684 lacs) has been recognised during the year in the
standalone financial statements.
Considering the materiality of the amounts involved and
significant degree of judgement and subjectivity involved in
the estimates and key assumptions used in determining the
cash flows used in the impairment evaluation, we have
determined impairment of such investment and loan as a key
audit matter.
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d. We involved valuation experts to assess the appropriateness
of the valuation model used by the management and its
independent expert and reasonableness of assumptions
made by the management relating to discount rate, risk
premium, industry growth rate, etc. to assess their
recoverability;
e. We evaluated the inputs used by the management with
respect to revenue and cost growth trends, among others,
for reasonableness thereof;
f. We evaluated the adequacy of disclosures made by the
Company in the standalone financial statements in view of
the requirements as specified in the Indian Accounting
Standards.
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Assessment of Provisions and contingencies relating to regulatory and tax matters
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As described in Note 30, 51, 54, 59 and 60 to the standalone
financial statements, the Company has significant amount of
contingent liabilities (net of provision) disclosed in the
financial standalone statements in respect of matters (tax /
legal) pending at various forums.
The management of the Company has assessed the possible
outcome of the above matters including the assessment
towards the outflow of resources. The management seek
support from subject matter experts in this regard.
The above assessment involves lot of judgement and
estimates which includes interpretation of statutes, review
of amendments / enactments, etc. Consequently, and
considering the materiality, the above have been identified
as key audit matter.
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Our audit procedures to address this key audit matter included,
but were not limited to the following:
a. We obtained an understanding, evaluated the design and
tested the operating effectiveness of internal controls
relating to identification, evaluation, recognition of
provisions, disclosure of contingencies for matters under
review or appeal with relevant adjudicating authorities by
considering the assumptions and information used by
management in performing this assessment.
b. Completeness and accuracy of the underlying data /
information used in the assessment. For selected tax
matters, with the help of our tax specialist, we evaluated
the reasonableness of the management's positions by
considering tax regulations and past decisions from tax
authorities, new information and opinions obtained by the
Company from its external tax advisors, where applicable.
c. We considered external legal opinions, where relevant.
d. We also evaluated the disclosures provided in the notes to
the standalone financial statements concerning these
matters.
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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 other information comprises the information
included in the Board/Director's report including annexures to Board/Director's report, but does not include the standalone financial
statements and our Auditor's Report thereon.
Our opinion on the standalone financial statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the standalone financial statements, or our
knowledge obtained during 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. We have nothing to report in this regard as the said report is expected to be made available to us after
the date of our report.
Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements
The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation
of these standalone financial statements that give a true and fair view of the financial position, financial performance, total
comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally
accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act. 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 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.
In preparing the standalone financial statements, the Management and 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 Responsibility for the Audit of the Standalone Financial Statements
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:
• 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 financial control relevant to the audit in order to design audit procedures that are appropriate
in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the
Company has adequate internal financial controls system with reference to standalone financial statements in place and the
operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by the 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
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 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 Company 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.
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.
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 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.
2. As required by Section 143(3) of the Act, we report to the extent applicable 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) In 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 2(i)(vi) below on reporting under Rule 11(g) of the
Companies (Audit and Auditors) Rules, 2014.
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 Flows 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 specified under Section 133 of the
Act.
e) On the basis of the written representations received from the directors as on 31 March 2025 taken on record by the Board
of Directors, none of the directors is disqualified as on 31 March 2025 from being appointed as a director in terms of
Section 164(2) of the Act.
f) The modifications relating to the maintenance of accounts and other matters connected therewith are as stated in the
paragraph 2(b) above on reporting under Section 143(3)(b) of the Act and paragraph 2(i)(vi) below on reporting under Rule
11(g) of the Companies (Audit and Auditors) Rules, 2014.
g) 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".
h) In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid/
provided by the Company to its directors during the year is in accordance with the provisions of Section 197 of the Act.
i) 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 on its financial position in its standalone financial
statements (Refer Note 30, 51, 54, 59 and 60 to the standalone financial statements).
ii. The Company did not have any long-term contracts including derivative contracts for which there were any material
foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the
Company (Refer Note 28 to the standalone financial statements).
iv. (a) The Management has represented that, to the best of it's knowledge and belief, no funds 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, 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 it's knowledge and belief, no funds have been received by
the Company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the
understanding, whether recorded in writing or otherwise, that the Company shall, 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 the audit procedures performed that have been considered reasonable and appropriate in the
circumstances, nothing has come to our notice that has caused us to believe that the representations under
sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.
v. The Company has not declared or paid any dividend during the year and has not proposed final dividend during the
year.
vi. Based on our examination which included test checks, the Company, has used multiple accounting software for
maintaining its books of account for the financial year ended 31 March 2025, which has a feature of recording audit
trail (edit log) facility except that no audit trail enabled at the database level for one of its accounting software to log
any direct data changes. Further, the audit trail facility has been operating throughout the year for all relevant
transactions recorded in the software. Further, during the course of our audit we did not come across any instance
of audit trail feature being tampered with.
Additionally, the audit trail has been preserved by the Company as per the statutory requirements for record retention.
For S.N. Dhawan & CO LLP
Chartered Accountants
(Firm's Registration No. 000050N/N500045)
Rahul Singhal
Partner
Place: Noida Membership No. 096570
Date: 28 May 2025 UDIN: 25096570BMIQMZ2078
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