We have audited the accompanying Standalone Financial Statements of Sasken Technologies Limited ("the Company"), which comprise
the Balance Sheet as at March 31, 2025, and 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
material accounting policy information and other explanatory information (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 ("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 read with 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 March 31, 2025, and profit (including other 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 ("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 Code of Ethics. We believe that the audit evidence
obtained by us is sufficient and appropriate to provide a basis for our opinion.
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 for the year ended March 31, 2025. 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 Matters
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How the Key Audit Matters was addressed in our audit
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Revenue Recognition from Fixed Price Contracts (Refer
Note 3(c) to the Standalone Financial Statements)
Revenue from fixed price contracts is recognized using
percentage of completion method ("POC") as per the
input method prescribed under Ind AS 115 - Revenue
from contracts with customers ("Ind AS 115") where
performance obligations are satisfied over time. The POC
method involves computation of actual cost incurred till
date and estimation of total future cost to be incurred
towards remaining performance obligations over the life
of the project, which involves following factors requiring
significant auditor attention:
i. There is an inherent estimation uncertainty relating
to determination of the progress of each contract,
cost incurred till date and future cost to complete the
remaining performance obligation on the contract, given
the customized nature of the contracts.
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Our audit procedures related to estimation of total cost to complete
the contract for fixed price contracts included but not limited to
following:
i. Obtained an understanding of the systems, processes and
controls implemented by management for recording and
computing revenue and associated contract assets and contract
liabilities.
ii. Verified the design, implementation and operating effectiveness
of the internal financial controls implemented by the Company
with respect to estimation of future cost to completion,
estimation of provision for onerous contract, measurement of
contract assets, contract liabilities, total contract revenue on its
completion, approval and recording of revenue on a test check
basis.
iii. Internal Information Technology ('IT') specialists were
involved to verify the design and operating effectiveness of
key application controls relating to revenue recognition which,
included testing of automated controls, system generated
reports and system reconciliations.
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ii. The estimation of total cost to complete the contract
involves significant judgement throughout the period
of contract and is subject to revision as the contract
progresses based on latest available information and
also involves critical estimates to make provision for
onerous contract.
iii. At year end a significant amount of contract assets
and contract liabilities related to each contract is to
be identified which involve significant judgement and
estimation. In view of above, the above matter has been
identified as a key audit matter.
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iv. We performed below substantive audit procedures on a test
check basis for fixed price contract:-
a. Verified the contractual terms to identify the performance
obligation and assessed the basis of revenue recognition
in accordance with Ind AS 115;
b. Compared the status of delivery of the milestones and
customer acceptances with the agreed timelines as per
the contract to identify possible delays in achieving the
milestones which require changes in estimated cost to
complete the contract;
c. Performed inquiries with delivery / project managers to
corroborate the status of contracts;
d. Carried out a retrospective assessment of costs incurred
with estimated costs to identify any significant variation
and verified whether those variations have been
considered in estimating the remaining costs to complete
the contract;
e. Verified that the revenue in foreign currency is recognised
applying the spot exchange rate between the functional
currency and the foreign currency at the date of the
transaction;
f. Verified the mathematical accuracy of the calculation
of revenue using the ratio of actual costs incurred to
estimated costs;
g. Verified the accuracy of the actual cost incurred in respect
of fixed price contracts;
h. Assessed the appropriateness of contract assets
on Balance Sheet date by evaluating the underlying
documentation to identify possible changes in estimated
costs to complete the remaining performance obligations;
and
i. Inspected underlying documents to determine
reasonableness of contract costs.
v. On the basis of above procedures, verified that adequate
provision has been accounted for in respect of onerous contracts.
vi. Verified that the adequate disclosure has been made in respect
of revenue from contracts with customers, contract assets and
contract liabilities in compliance with the requirements of Ind
AS 115 - 'Revenue from contracts with customer'.
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Evaluation of uncertain tax positions (Direct Tax and
Indirect Tax)
Refer Note 33 to the Standalone Financial Statements
The Company has ongoing litigations with respect
to Direct tax and Indirect tax at various levels. There
are significant matters of interpretation in terms of
application of tax laws and rules to determine current
and deferred taxes. The Company's tax positions are
challenged by the tax authorities on a range of tax
matters including indirect tax matters.
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Our audit procedures related to evaluation of uncertain tax positions
included but not limited to following:
i. Obtained a detailed understanding of the management's
process for determining statutory liabilities, provisions and
contingent liabilities pertaining to tax claims and disputes.
ii. Verified the design, implementation, and operating effectiveness
of key internal financial controls over review and approval of
accounting of uncertain tax positions and related disclosures in
the Standalone Financial Statements.
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This requires the Management to make significant
judgements and evaluations of the outcome of uncertain
tax positions that are currently in litigation before various
tax authorities and thus it may significantly impact the
recognition of liabilities and contingent liability related
disclosure as per requirements of 'Ind AS 37 - Provisions,
Contingent Liabilities, and Contingent Assets'.
In view of the above and significance of the matter, this
has been identified as a key audit matter.
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iii. Obtained the details and understood the nature of tax positions
and litigations pending against the Company by reading the
minutes of various meetings and discussing the developments
during the year for litigations with Chief Risk Officer and with
other Senior Management personnel.
iv. Obtained management's evaluation on outcome of these
matters, where applicable.
v. Read the orders received by the Company from the tax
authorities.
vi. We along with our internal tax experts:
a. read and analysed key correspondences and relevant
legal precedence and other rulings on test check basis;
b. evaluated the Company's key underlying assumptions in
estimating the tax provisions;
c. assessed the Company's estimate of the possible
outcome of the disputed cases;
vii. Assessed whether the Company's disclosures in Note 33 to
the Standalone Financial Statements - contingent liabilities
and commitments, adequately disclose the relevant facts and
circumstances of the Company in compliance with Ind AS 37
Provisions, Contingent Liabilities and Contingent Assets and
Ind AS 12 Income Tax.
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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 Company's annual
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 in the 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.
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, changes in equity
and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the 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 statement 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 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 are also responsible for overseeing the Company's financial reporting process.
Auditor's Responsibilities 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.
We give in "Annexure A" a detailed description of Auditor's responsibilities for 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 of the Act, we give in "Annexure B" 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 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 the paragraph g(vi) below on reporting under Rule 11(g).
(c) The Balance Sheet, the Statement of Profit and Loss including Other Comprehensive Income, the Statement of Changes in
Equity and the Statement of Cash Flow dealt with by this Report are in agreement with the books of account.
(d) I n our opinion, the aforesaid Standalone Financial Statements comply with the Accounting Standards specified under
Section 133 of the Act.
(e) On the basis of the written representations received from the directors as on March 31, 2025 taken on record by the Board
of Directors, none of the directors are disqualified as on March 31, 2025 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 C".
(g) 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, 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 33 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 has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection
Fund by the Company.
iv. a. The Management has represented that, to the best of its 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 persons or entities, 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 its knowledge and belief, no funds have been received by
the Company from any persons or entities, including foreign entities (Funding Parties), with the understanding,
whether recorded in writing or otherwise, as on the date of this audit report, 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, and according to the information and explanations provided to us by the Management in this
regard 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 mis-statement.
v. On the basis of our verification, we report that:
a. The interim dividend declared and paid by the Company during the year and until the date of this audit report is
in accordance with Section 123 of the Companies Act 2013.
b. The final dividend paid by the Company during the year in respect of the same declared for the previous year is
in accordance with Section 123 of the Companies Act 2013 to the extent it applies to payment of dividend.
c. The Board of Directors of the Company have proposed final dividend for the year which is subject to the approval
of the members at the ensuing Annual General Meeting. The dividend declared is in accordance with Section
123 of the Act to the extent it applies to declaration of dividend. (Refer Note 15 to the Standalone Financial
Statements)
vi. Based on our examination, the Company has used an accounting software, for maintaining its books of account during
the year ended March 31, 2025, which has a feature of recording audit trail (edit log) facility, except that no audit
trail feature was enabled at the database level for certain part of the year in respect of the said software to log any
direct data changes. Further, the audit trail facility has been operated throughout the year for all relevant transactions
recorded in the accounting software, except for the said software at the database level as stated above, in respect
of which the audit trail facility has not operated throughout the year for all relevant transactions recorded in this
accounting software as it was enabled only for certain part of the year. Further, during our examination, we did not
come across any instance of the audit trail feature being tampered with, post enablement of the audit trail facility.
Additionally, the audit trail of prior year has been preserved by the Company as per the statutory requirements for
record retention to the extent it was enabled and recorded in previous year.
(h) The reservation relating to the maintenance of accounts and other matters connected therewith are as stated in paragraph
(b) above on reporting under Section 143(3)(b) and paragraph g (vi) above on reporting under Rule 11(g).
3. In our opinion, according to information, explanations given to us, the remuneration paid by the Company to its directors is within
the limits laid prescribed under Section 197 read with Schedule V of the Act and the rules thereunder.
For M S K A & Associates
Chartered Accountants
ICAI Firm Registration No. 105047W
Manish P Bathija
Partner
Membership No. 216706
UDIN: 25216706BMOQKF5421
Place: Bengaluru
Date: April 25, 2025
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